Exhibit 4.24   Translation




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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
  CHAPTER I DEFINITIONS AND INTERPRETATIONS
    
    
    1Article 1 Definitions and Interpretations
    
    
    1CHAPTER II LOAN
    
    
    7Article 2 Loan Amount
    
    
    7Article 3 Loan Term
    
    
    7Article 4 Loan Purposes
    
    
    7CHAPTER 3 WITHDRAWAL
    
    
    8Article 5 Conditions of Precedent of Withdrawal
    
    
    8Article 6 Withdrawal
    
    
    9CHAPTER IV REPAYMENT, REPAYMENT IN ADVANCE AND CANCELLATION
    
    
    12Article 7 Repayment
    
    
    12Article 8 Repayment in Advance
    
    
    13Article 9 Cancellation
    
    
    13CHAPTER V BORROWING COST AND EXPENSES
    
    
    13Article 10 Interest Rate
    
    
    13Article 11 Interest, Interest Accrual and Penalty
    
    
    15Article 12 Fees and Taxes
    
    
    16Article 13 Increased Costs
    
    
    16CHAPTER VI PAYMENT
    
    
    16Article 14 Payment of the Lenders
    
    
    16Article 15 Payment of the Borrower
    
    
    16Article 16 Payment Provisions
    
    
    17CHAPTER VII GUARANTY
    
    
    18Article 17 Guaranty in the Form of Suretyship
    
    
    18Article 18 Guaranty in the Form of Mortgage
    
    
    19CHAPTER VIII REPRESENTATIONS, WARRANTIES AND
UNDERTAKINGS
    
    
    20Article 19 Representations and Warranties
    
    
    20Article 20 Undertakings
    
    
    21Article 21 Financial Documents
    
    
    25CHAPTER IX BREACHING EVENTS
    
    
    25Article 22 Breaching Events
    
    
    25




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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 CHAPTER X RELATIONSHIPS WITHIN CONSORTIUM
    
    
    28Article 23 Leading Bank, Agent Bank and Lenders
    
    
    28Article 24 Consortium Meeting
    
    
    32Article 25 Proportional Indemnification
    
    
    33Article 26 Transfer and Assignment
    
    
    33CHAPTER XI GOVERNING LAW AND DISPUTE RESOLUTION
    
    
    35Article 27 Governing Law
    
    
    35Article 28 Dispute Resolution
    
    
    35CHAPTER XII OTHER PROVISIONS
    
    
    35Article 29 Confidentiality
    
    
    35Article 30 Proofs of Credits and Debts
    
    
    36Article 31 Changes to Law
    
    
    36Article 32 Offsetting
    
    
    36Article 33 Waiver and Severability
    
    
    36Article 34 Revision
    
    
    37Article 35 Notice
    
    
    37Article 36 Counterpart
    
    
    37Article 37 Effectiveness and Termination
    
    
    37Signature Page
    
    
    38Appendix I Lender and Committed Loan Amount
    
    
    43Appendix II Form of Chairman of the Boards Certificate
    
    
    44Appendix III Form of Withdrawal Notice
    
    
    45Appendix IV Form of Loan Participation Notice
    
    
    46Appendix V Form of Notice to Repayment in Advance
    
    
    47Appendix VI Form of Repayment Notice
    
    
    48Appendix VII Form of Payment Notice
    
    
    49Appendix VIII Form of Agent Bank Work Report
    
    
    50Appendix IX Form of Maximum Amount PropertyMortgage Contract
    
    
    51Appendix X Letter of Guarantee and Undertaking
    
    
    52Appendix XI Letter of Guarantee
    
    
    64Appendix XII Form of Funds Supervision Agreement
    
    
    75Appendix XIII Form of Transfer Certificate
    
    
    76Appendix XIV Form of Transferred Committed Loan Amount
    
    
    77




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    2009/09
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    2009/09
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    2009/09
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
   th
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
    Repayment AmountRepayment
    
    
    
    RMB
    
    
    USDInstallment
    
    Repayment Date
    
    (in Ten Thousands)
    
    
    (in Ten Thousands)1
    
    The day immediately
before the date which
is twenty four (24)
months after the
First Withdrawal
Date
    
    
    14074
    
    
    
    8712
    
    The day immediately
before the date which
is 30 months after
the First Withdrawal
Date
    
    
    14074
    
    
    
    8713
    
    The day immediately
before the date which
is 36 months after
the First Withdrawal
Date
    
    
    16667
    
    
    
    12264
    
    The day immediately
before the date which
is 42 months after
the First Withdrawal
Date
    
    
    16667
    
    
    
    12265
    
    The day immediately
before the date which
is 48 months after
the First Withdrawal
Date
    
    
    24630
    
    
    
    15256
    
    The day immediately
before the date which
is 54 months after
the First Withdrawal
Date
    
    
    24630
    
    
    
    15257
    
    The day immediately
before the date which
is 60 months after
the First Withdrawal
Date
    
    
    18458
    
    
    
    756Total
    
    
    
    
    129200
    
    
    
    8,000
 Note:
    
    the First Withdrawal Date mentioned above refers to the first Withdrawal Date of the
Fixed Assets Loan.  Repayment
    
    
    
    Repayment AmountInstallment
    
    Repayment Date
    
    (in Ten Thousands RMB)1
    
    The day immediately
before the date which
is 12 months after the
First Withdrawal Date
    
    
    74612
    
    The day immediately
before the date which
is 24 months after the
First Withdrawal Date
    
    
    99513
    
    The day immediately
before the date which
is 36 months after the
First Withdrawal Date
    
    
    5848Total
    
    
    23260
 Note:
    
    the First Withdrawal Date mentioned above refers to the first Withdrawal Date of the
Working Capital Loan.       12




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    2009/09
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    2009/09
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    2009/09
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    2009/09
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    2009/09
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
      (1)
    
    Its credit conditions are decreasing;(2)
    
    It fails to pay the Loan
Funds pursuant to this Agreement or the fund supervision agreement;(3)
    
    The Project progress lags behind the fund use progress;(4)
    
    It evades the Agent Banks entrusted payment by way of breaking up the whole into parts;(5)
    
    Other circumstances agreed upon in this Agreement.
      18




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    2009/09
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    2009/09
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    2009/09
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    2009/09
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
          Serial No.
    
    Lender
    
    Authorized Branch1
    
    Bank of China Limited, Changzhou Branch
    
    Bank of China Limited, Changzhou  Xinbei Sub-branch
         32




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    2009/09
    
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    2009/09
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
  Borrower: Changzhou Trina Solar Energy Co., Ltd.
Address: #2 Tianhe Road, Electronic Industrial Park, Xinbei District, Changzhou
Postal Code: 213031
Person-in-charge: Gao JifanTel: 0519-85176833
    
    Fax: 0519-85176913
   /s/
    
    
    
    [Stamped with company seal]Name:
    
    
    
    Company Seal
   Address: #357 Hongwu Road, NanjingPostal Code: 210002Person-in-charge: Zhu GaomingTel: 025-84571888-39641
    
    Fax: 025-84573600Contact Person: Gao Haitao
 Authorized Signatory:
 /s/
    
    
    
    [Stamped with company seal]Name:
    
    
    
    Company seal
   38




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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
   Address: #148 South Zhongshan Road, NanjingPostal Code: 210005Person-in-charge: Xie PingTel: 025-84207888-61058
    
    Fax: 025-84207888-61013Contact Person: Wang Qincheng
  /s/

Name:
    
    
    
    [Stamped with company seal]

Company seal
   Address: 40th Floor, Century Square Building of Commercial Mansion, No. 49 South Zhongshan Road, NanjingPostal Code: 210005Person-in-charge: Zhang QiangTel: 025-86890571
    
    Fax: 025-86890524Contact Person: Zhou Zhaoping
  /s/
    
    
    
    [Stamped with company seal]Name:
    
    
    
    Company seal
   39




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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
   Address: #19 North Heping Road, ChangzhouPostal Code: 213001Person-in-charge: Qiang XinrongTel: 0519-88126998
    
    Fax: 0519-88123306Contact Person: Zheng Ji
 Authorized Signatory:
 /s/

Name:
    
    
    
    [Stamped with company seal]

Company seal
   Address: #171 West Yanling Road, ChangzhouPostal Code: 213003Person-in-charge: Yu TaoTel: 0519-86809098
    
    Fax: 0519-86607630Contact Person: Chen Huazhong
  /s/

Name:
    
    
    
    [Stamped with company seal]

Company seal
   40




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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
   Address: #72 Boai Road, ChangzhouPostal Code: 213000Person-in-charge: Sun BoTel: 0519-88176201
    
    Fax: 0519-88176586Contact Person: Zhu Xinggang
  /s/

Name:
    
    
    
    [Stamped with company seal]

Company seal
   Address: #21, North Heping Road, Tianning District, ChangzhouPostal Code: 213003Person-in-charge: Wu MinTel: 0519-8122988-8599
    
    Fax: 0519-88178411Contact Person: Gu Yanping
  /s/

Name:
    
    
    
    [Stamped with company seal]

Company seal
   41




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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
   Address: #311, Central Tongjing Road, Xinbei District, ChangzhouPostal Code: 213022Person-in-charge: Xie ZhixinTel: 0519-85198999
    
    Fax: 0519-85196151Contact Person: Wang Jianping
  /s/

Name:
    
    
    
    [Stamped with company seal]

Company seal
   42




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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
    Unit: RMB Ten Thousand YuanWorking Capital LoanSerial
    
    
    
    Committed Loan
    
    
    Proportion ofNumber
    
    Name of the Lenders
    
    Amount
    
    
    Committed Loan1
    
    Agricultural Bank of China Co., Ltd.,
Changzhou Branch
    
    
    10200
    
    
    
    43.85
    %2
    
    Bank of Communications Co., Ltd.,
Changzhou Branch
    
    
    4140
    
    
    
    17.8
    %3
    
    The Export-Import Bank of China,
Nanjing Branch
    
    
    0
    
    
    
    0.00
    %4
    
    China CITIC Bank Corporation Limited,
Changzhou Branch
    
    
    6000
    
    
    
    25.80
    %5
    
    Bank of China Limited, Changzhou Branch
    
    
    2920
    
    
    
    12.55
    %Total Amount
    
    
    23260
    
    
    
    100
    %
  Unit: RMB Ten Thousand YuanFixed Assets LoanSerial
    
    
    
    Committed Loan
    
    
    Proportion ofNumber
    
    Name of the Lenders
    
    Amount
    
    
    Committed Loan1
    
    Agricultural Bank of China Co., Ltd.,
Changzhou Branch
    
    
    83100
    
    
    
    64.32
    %2
    
    Bank of Communications Co., Ltd.,
Changzhou Branch
    
    
    20100
    
    
    
    15.56
    %3
    
    The Export-Import Bank of China,
Nanjing Branch
    
    
    0
    
    
    
    0.00
    %4
    
    China CITIC Bank Corporation Limited,
Changzhou Branch
    
    
    12000
    
    
    
    9.29
    %5
    
    Bank of China Limited, Changzhou Branch
    
    
    14000
    
    
    
    10.83
    %Total Amount
    
    
    129200
    
    
    
    100
    %
  Unit: USD10,000Fixed Assets LoanSerial
    
    
    
    Committed Loan
    
    
    Proportion ofNumber
    
    Name of the Lenders
    
    Amount
    
    
    Committed Loan1
    
    Agricultural Bank of China Co., Ltd.,
Changzhou Branch
    
    
    905
    
    
    
    11.31
    %2
    
    Bank of Communications Co., Ltd.,
Changzhou Branch
    
    
    1220
    
    
    
    15.25
    %3
    
    The Export-Import Bank of China,
Nanjing Branch
    
    
    4000
    
    
    
    50.00
    %4
    
    China CITIC Bank Corporation Limited,
Changzhou Branch
    
    
    1000
    
    
    
    12.50
    %5
    
    Bank of China Limited, Changzhou Branch
    
    
    875
    
    
    
    10.94
    %Total Amount
    
    
    8000
    
    
    
    100
    %
  43




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    2009/09
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    2009/09
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    2009/09
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    2009/09
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    2009/09
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    2009/09
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    2009/09
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
  
  
 
 
 
 
   
 
   52




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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 To:
    
    Agricultural Bank of China Co., Ltd., Jiangsu Branch(Acting as Leading Bank)Bank of China Limited, Jiangsu Branch(Acting as Co-Leading Bank)The Export and Import Bank of China, Nanjing BranchAgricultural Bank of China Co., Ltd., Changzhou BranchBank of Communications Co., Ltd., Changzhou BranchChina CITIC Bank Corporation Limited, Changzhou BranchBank of China Limited, Changzhou Branch(Acting as the Lenders )Agricultural Bank of China Co., Ltd., Changzhou Xinbei Sub-branch(Acting as Agent Bank)
 Recipient:
    
    Agricultural Bank of China Co., Ltd., Changzhou Xinbei Sub-branch (Acting as Agent Bank)Address:
    
    No. 311, Central Tongjiang Road, Xinbei District, ChangzhouPostcode:
    
    213022Person-in-Charge: Xie ZhixinTEL:
    
    0519-85198999
    
    FAX: 0519-85196151Contact Person: Wang Jianping
 Re:
    
    Letter of Guarantee and UndertakingDate:
    
    September 28, 2009
  53




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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
      1.
    
    This Company hereby unconditionally and irrevocably promises to the Lenders to provide the
joint and several guaranty for the syndicated loans of RMB One Billion Five Hundred and
Twenty-four Million and Six Hundred Thousand Only (RMB 1,524,600,000) and US Dollar Eighty
Million Only (USD 80,000,000), which are provided by the Lenders to the Borrower pursuant to
the Loan Agreement. The scope of guaranty provided by this Company as the guarantor
(hereinafter referred to as Guaranteed Debts) shall cover:
 (1)
    
    the principal and interest of the syndicated loans under the Loan Agreement
at the amount of RMB One Billion Five Hundred and Twenty-four Million and Six Hundred
Thousand Only (RMB 1,524,600,000) and US Dollar Eighty Million Only (USD 80,000,000)
(including any interest, compound interest and penalty interest);(2)
    
    the commission charge under the Loan Agreement, which the Borrower fails to
pay pursuant to the Loan Agreement;(3)
    
    the remedial compensation, liquidated damages and compensation for damage
which arise under the Loan Agreement due to the Borrowers failure to abide by any
provision of the Loan Agreement;
  54




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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 (4)
    
    when the Borrower is unable to repay the above-mentioned money and expenses to the
Lenders, the reasonable legal retainer, notarization fee, valuation and audit fee,
expert demonstration fee, property preservation fee, litigation costs, enforcement
costs, etc. paid by the Lenders for enforcing the creditors rights.
 2.
    
    This Company shall, within the scope of guaranty promised in Article 1 of this Letter of
Guarantee and Undertaking, bear joint and several liabilities for the Borrowers all debts,
including the debts announced by the Lenders for advance repayment when the Borrower breaches
the Agreement.3.
    
    The guaranty obligation of this Company (including this Companys successor and receiver)
under this Letter of Guarantee and Undertaking shall be continuous, and its duration of
guaranty shall be two (2) years as of the expiry of the period for performance of the
Guaranteed Debts. This Letter of Guarantee and Undertaking shall take effect on the date when
it is executed, until all the Guaranteed Debts have been paid off, and shall not be affected
in any way by the organizational modifications or operational changes of this Company or the
Borrower. The organizational modifications or operational changes mentioned here include but
not limited to division, amalgamation, restructuring, establishment of a joint stock company
by way of system reform, or transaction of property right or management power by lease, etc.
If the Borrower is terminated before paying off the Lenders all prepayments, the guaranty
obligation under this Letter of Guarantee and Undertaking shall still be effective.4.
    
    This Company promises to, with its good commercial credit, provide the Borrower with
guaranty. In the event that the Borrower is unable to or refuses to totally or partially repay
the money, interest, overdue interest, remedial compensation and all costs it owes to the
Lenders under the Loan Agreement, this Company will bear the corresponding share of debts to
the Lenders with all its assets and equities. The Lenders shall have the absolute option over
any of the assets and equities which this Company uses to repay debts, including but not
limited to fixed assets, working capital, raw materials, inventory products, under-development
construction, equity interests, enterprise bonds, treasury bonds, etc. as well as the yields
and interests arising therefrom.5.
    
    Once an Event of Default agreed upon in the Loan Agreement occurs, this Company promises to,
within ten (10) days after receipt of the Agent Banks written notice, unconditionally remit
the equivalent amount of money and expenses owed by the Borrower to the Lenders into the
account designated by the Agent Bank, irrespective of whether there is any dispute between the
Lenders and the Borrower and whether the Lenders waives the mortgage or pledge created under
the Loan Agreement.If the Borrower has created mortgage or pledge for the Lenders benefits with its
own properties, this Company hereby agrees and promises that, if the Lenders waive the
mortgagees rights provided by the Borrower or the sequence of the mortgagees rights
or modifies any mortgagees right or the pledgees right provided by the Borrower, this
Companys scope of guaranty shall not therefore be narrowed, and shall still be the
scope set forth in Article 1 of this Letter of Guarantee and Undertaking. The Lenders
aforesaid acts will not affect or exempt this Companys any obligation or guaranty
liability under this Letter of Guarantee and Undertaking. This Company shall not
require its liabilities to be mitigated within the scope of the Lenders waiver.
Meanwhile, this Company waives the right to defence against the Lenders enforcement of
the mortgaged or pledged property.
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 6.
    
    For achieving the purposes of this Letter of Guarantee and Undertaking, this Company hereby
makes the following representations and warranties:
 (1)
    
    This Company is an enterprise legal person lawfully established and validly
existing under the laws of Cayman Islands.(2)
    
    This Company has the full capacity for civil rights and that for civil conducts
to carry out its business, execute this Letter of Guarantee and Undertaking, and to
exercise rights and perform obligations pursuant to this Letter of Guarantee and
Undertaking.(3)
    
    The necessary internal procedures for this Company to execute this Letter of
Guarantee and Undertaking, as well as to exercise rights and perform obligations
pursuant to this Letter of Guarantee and Undertaking have been fulfilled, the person
who executes this Letter of Guarantee and Undertaking on behalf of this Company is an
effective authorized representative of this Company, and this Letter of Guarantee and
Undertaking he has executed is binding upon this Company.(4)
    
    This Companys obligations under this Letter of Guarantee and Undertaking are
lawful and effective, and are binding upon this Company. This Company may perform such
obligations pursuant to this Letter of Guarantee and Undertaking.(5)
    
    This Companys execution of this Letter of Guarantee and Undertaking and its
performance of the obligations pursuant to this Letter of Guarantee and Undertaking are
not, and will not be in violation of or in conflict with the following contents:
 (i)
    
    any agreement or contract to which this Company is a party or
any other contractual document binding upon this Companys any asset;(ii)
    
    this Companys articles of association and other fundamental
corporate documents;(iii)
    
    any law, regulation, judgment, adjudication or ruling
applicable to this Company.
 (6)
    
    This Company has obtained all authorizations, consents, approvals and licenses
in connection with the execution and performance of this Letter of Guarantee and
Undertaking or required or needed by this Letter of Guarantee and Undertaking, and such
authorizations, consents, approvals and licenses are lawful and effective.(7)
    
    This Company warrants that, by the date of execution of this Letter of
Guarantee and Undertaking, it is not in any of the following events:
 (i)
    
    this Company is required by any legal proceeding to close down,
be liquidated, be rectified, go into bankruptcy, or be dissolved, or enters any
other similar proceeding;
 (ii)
    
    any other contract or agreement that will impair or affect the
Lenders interests under this Letter of Guarantee and Undertaking;
  56




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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 (iii)
    
    any major lawsuit, arbitration or administrative penalty that affects this
Companys capacity to conclude or perform this Letter of Guarantee and
Undertaking;
 (iv)
    
    other events which are enough to affect this Companys capacity
of performing the Agreement or the Lenders interests under this Letter of
Guarantee and Undertaking.
 (8)
    
    In any judicial proceeding held in China, to which this Company is a party,
this Company and its assets enjoy no immunity or privilege in initiation of the
lawsuit, judgment rendering, enforcement, property preservation or other legal
proceedings.
 (9)
    
    This Companys execution of this Letter of Guarantee and Undertaking and its
exercise of rights and performance of obligations under this Letter of Guarantee and
Undertaking are the commercial acts made for commercial purposes, and are completely
bound by civil and commercial laws.
 (10)
    
    This Company has disclosed to the Lenders the major debts existing by the date
when this Letter of Guarantee and Undertaking is issued, and there is no untrue or
concealed event.
 7.
    
    For achieving the purposes of this Letter of Guarantee and Undertaking, this Company promises
to the Lenders that, within the validity period of the Loan Agreement:
 (1)
    
    this Company shall maintain its status as an enterprise legal person to exist
lawfully and validly, abide by all laws and regulations applicable to it, and pay all
taxes and fees to be levied by the government authorities;
 (2)
    
    it will, according to the project investment plan, timely and fully contribute
project capital into the Borrower;
 (3)
    
    it will guarantee the project capital and the syndicated Fixed Assets Loan to
be contributed at the same proportion, and guarantee that the project capital will be
put into use prior to the syndicated Fixed Assets Loan;
 (4)
    
    if the project construction funds are overpaid, this Company shall take charge
of urging the Borrower to raise more funds, or this Company shall increase capital to
the Borrower or lend money to the Borrower, so as to make up the insufficiency;
 (5)
    
    it will guarantee the project engineering work to be started on time, supervise
the project engineering work to be implemented as scheduled, and will provide the
Borrower with supports in respect of project construction, equipment installation and
production technologies, etc;
 (6)
    
    it will, as required by the Agent Bank, provide the Agent Bank with its basic
documents and accounting information, and guarantee the authenticity, accuracy and
entirety of its basic documents and accounting information provided to the Agent Bank
and the Lenders;
  57




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 (7)
    
    it will guarantee that the directors appointed by this Company to the Borrower will,
as required by the Loan Agreement, form and adopt all board resolutions of the
Borrower.
 (8)
    
    it will guarantee that this Company will not, due to the factors such as
related party transactions, cause the Borrowers interests to be impaired, or affect
the Borrowers capabilities of making profits and repayments, and will enable the
Borrower to keep normal profitability;
 (9)
    
    unless upon the consortiums prior written consent, it will not, prior to the
termination of the Loan Agreement, assign, decrease or pledge its equity rights in the
Borrower, or require the Borrower to pay off the debts to this Company, or accept such
payment;
 (10)
    
    unless upon the consortiums prior written consent, it will not, prior to the
termination of the Loan Agreement, exercise its right to require the Borrower to
announce or make any profit distribution;
 (11)
    
    unless upon the consortiums prior written consent, it will not, prior to the
termination of the Loan Agreement, exercise its right to require the Borrower to make
major investment or financing;
 (12)
    
    unless upon the consortiums prior written consent, it shall not create any new
guaranty on this Companys any asset, or provide any guaranty for any other persons
any debt;
 (13)
    
    this Company warrants that, unless getting the written consent of Majority of
the Lenders, it will not, before the Borrowers debts are paid off, require the
Borrower to provide guaranty for this Companys debts, and this Company will not
possess or cut off the Borrowers funds in any form, or obtain any form of guaranty
right directly or indirectly from the Borrower, and thus decrease the Borrowers assets
which may be used to repay the debts;
 (14)
    
    this Company warrants that, so long as the Borrower still has any debt not yet
paid off, or the Lenders have become one of the Borrowers shareholders, or the Lenders
actually takes over and manages the Borrower, this Company will not make recourse or
claim against the Borrower for the part for which the responsibility of guaranty has
been performed;
  58




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 (15)
    
    if any of the following events occurs, this Company shall notify the Agent Bank
within seven (7) days as of the date of occurrence of such event:
 (i)
    
    any event of default or potential event of default;
 (ii)
    
    any lawsuit, arbitration or other legal proceeding as mentioned in Articles
6.(7) (i) and (iii) of this Letter of Guarantee and Undertaking;
 (iii)
    
    any event that causes or will, as realized by this Company,
cause Material Adverse Effect;
 (16)
    
    if, due to a force majeure, this Letter of Guarantee and Undertaking has to be
amended or supplemented, this Company warrants that no change will exempt or mitigate
its liabilities under this Letter of Guarantee and Undertaking, or affect or impair the
interests enjoyed by the Lenders hereunder.
 This Company guarantees to provide the Agent Bank with this Companys consolidated financial
statements every year. This Company hereby confirms that each Lender was fully based on
trusting all the above-mentioned representations, warranties and undertakings when executing
the Loan Agreement and performing its obligations under the Loan Agreement.
 8.
    
    This Company hereby agrees that, each of the following events constitutes an event of default
under this Letter of Guarantee and Undertaking:
 (1)
    
    this Company violates any representation, warranty or undertaking made in
Article 6 or Article 7 of this Letter of Guarantee and Undertaking, and fails to,
within ten (10) days as of the date when this Company knows such matter or the date
when the Agent Bank sends a notice requiring this Company to make the remedy, whichever
is earlier, remedy to the satisfactory of the Majority of the Lenders;
 (2)
    
    this Company is under an circumstance of being materially untrue or incomplete
when any representation, warranty or undertaking in this Letter of Guarantee and
Undertaking is made or reiterated;
 (3)
    
    this Company fails to appropriately and timely perform or abide by any
obligation under this Letter of Guarantee and Undertaking;
 (4)
    
    this Letter of Guarantee and Undertaking becomes null and void due to any
cause;
 (5)
    
    this Company fails to perform any other obligation under this Letter of
Guarantee and Undertaking.
 9.
    
    This Company hereby confirms that, (i) if one or more events of default as listed in Article
8 of this Letter of Guarantee and Undertaking occurs; or (ii) any Breaching Event agreed upon
in the Loan Agreement occurs, the Lenders shall have the right to take one or more of the
following measures:
 (1)
    
    ordering this Company to correct the event of default and take remedial
measures within a time limit;
  59




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 (2)
    
    charging penalty interest on the amounts in default (including all principal,
interest, penalty interest, losses and expenses) at the penalty interest rate set
forth in the Loan Agreement;(3)
    
    this Company recognizes the Lenders calculation of the interest and penalty
interest; with respect to the proof which the Borrower or the successor of its
creditors rights uses to show the principal and interest of the Borrowers any payable
amount under the financing agreement, if it is notified to this Company by collection
letter, newspaper announcement, e-mail, fax, etc., the said proof and notice shall,
unless this Company provides sufficient and effective evidence within 3 days to prove
the existent obvious error, be the final evidence of the debtor-creditor relationship
between both parties, and are binding upon this Company;(4)
    
    withholding the guaranteed amount and all other reasonable expenses paid for
enforcing the withheld money and implementing this Letter of Guarantee and Undertaking
directly from any account opened by this Company at any of the Lenders or its branch,
or having the Agent Bank entrust any other financial institution to withhold such funds
from the account opened at this Company;(5)
    
    applying to China International Economic and Trade Arbitration Commission,
Shanghai Branch for arbitration;(6)
    
    making recourse against this Company in other methods permitted by law.
 The adoption of the above-mentioned measures in whole or in part shall not affect
the Lenders interest deserved and vested under this Letter of Guarantee and
Undertaking or any law.10.
    
    This Company hereby confirms that it agrees to make any amendment or supplement at any time
to the Loan Agreement and/or the financing documents such as the guaranty contract executed
according to the Loan Agreement. This Companys guaranty obligation under this Letter of
Guarantee and Undertaking shall not be affected in any way due to such amendment or
supplement. The Borrower and the Lenders agree that, when any amount or debt under the Loan
Agreement is renewed after becoming due in whole or in part, this Letter of Guarantee and
Undertaking shall continue to be effective.11.
    
    This Company hereby confirms that, the relevant covenants in the Loan Agreement on the
consortium relationship shall apply to this Letter of Guarantee and Undertaking. The Agent
Bank acts as an agent in connection with this Letter of Guarantee and Undertaking, each Lender
shall exercise all its rights under this Letter of Guarantee and Undertaking through the Agent
Bank, and this Company may only perform this Letter of Guarantee and Undertaking to the
Lenders through the Agent Bank, instead of independently performing obligations or bearing the
guaranty liability to all the Lenders.12.
    
    This Company hereby confirms that, in the event that no notice needs to be sent to this
Company and/or the Borrower, the Lenders shall have the right to authorize its subordinate
branch to perform in the name of the branch the corresponding obligations under the Loan
Agreement and/or the Financing Documents such as the guaranty contract executed by the Lenders
pursuant to the Loan Agreement, or to exercise in the name of the branch the Lenders
corresponding rights and powers under the aforesaid Financing Documents. This Company hereby
completely accepts such performance or exercise without any objection.
  60




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 13.
    
    If the parties to the Loan Agreement agree to rescind the Loan Agreement or cause the Loan
Agreement to be terminated in advance, this Letter of Guarantee and Undertaking shall still
be effective, and this Company shall bear joint and several guaranty liabilities for the
losses caused by the Borrower to the Lenders.14.
    
    If all parties to the Loan Agreement agree to modify any content thereof, unless it is
related to the increase of loan amount and increase of guaranty liabilities accordingly, they
do not have to get the consent of this Company. This Company shall bear joint and several
guaranty liability for the modified Guaranteed Debts. If the parties to the Loan Agreement
increase the loan amount without the consent of this Company, this Company shall still bear
the guaranty liability within the scope of the original amount of loans.15.
    
    When all or partial loans under the Loan Agreement become due, and the duration of the
agreement is extended or the repayment is postponed, this Letter of Guarantee and Undertaking
shall continue to be effective, and this Company shall continue to bear the guaranty
liability.16.
    
    All taxes and fees in connection with this Letter of Guarantee and Undertaking (including the
stamp duty and the legal consulting fee under this Letter of Guarantee and Undertaking) shall
be paid or repaid by this Company.Upon request of the Agent Bank, this Company shall immediately make remedial compensation to
the Agent Bank/the Lenders in full amounts for all reasonable expenditures and costs
incurred by the Agent Bank or the Lenders from exercise of rights in any judicial
jurisdiction or under this Letter of Guarantee and Undertaking.17.
    
    This Company unconditionally and irrevocably guarantees that, any loss incurred by the
Lenders from the Borrowers failure to perform relevant clauses of the Loan Agreement, from
its partial performance of or delay in performing relevant clauses of the Loan Agreement, from
the void and null of the relevant clause of the Loan Agreement due to a certain cause, or from
this Companys failure to perform or partial performance of or delay in performing any clause
of this Letter of Guarantee and Undertaking shall become this Companys independent debt
payable to the Lenders upon claim.18.
    
    This Company promises that its assignment of the rights and obligations under this Letter of
Guarantee and Undertaking must be upon prior written consent of all the Lenders or subject to
the written agreement reached with the Lenders. Otherwise, the assignment of any right or
obligation shall be legally ineffective.19.
    
    If any Lender intends to assign any right or obligation under the Loan Agreement to which it
is a party to another Transferee pursuant to the Loan Agreement, such assignment does not have
to be upon the consent of this Company, and such Lenders right or obligation under this
Letter of Guarantee and Undertaking and corresponding to the aforesaid assigned right or
obligation shall meanwhile be assigned to the Transferee.
  61




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 20.
    
    In the process of implementation of this Letter of Guarantee and Undertaking, the Lenders
failure to exercise or timely exercise any right under this Letter of Guarantee and
Undertaking shall not be deemed as their waiver of such right, nor shall it affect this
Companys any obligation under this Letter of Guarantee and Undertaking.If, at any time, any clause of this Letter of Guarantee and Undertaking becomes illegal,
ineffective or not implementable, the legality, validity or execution of other clauses of
this Letter of Guarantee and Undertaking shall not be affected or impaired in any way.21.
    
    If the Guaranteed Debts under this Letter of Guarantee and Undertaking have been paid off,
but the payment is confirmed as ineffective or revoked by an authority, this Company shall
continue bearing the guaranty liability, and such event shall not be restricted by the
guaranty period or the limitation of action.22.
    
    This Company hereby confirms that the effectiveness of this Letter of Guarantee and
Undertaking shall be independent from the Loan Agreement, and shall not become ineffective due
to the ineffectiveness of the Loan Agreement.If the Loan Agreement is ineffective, the effectiveness of this Letter of Guarantee and
Undertaking shall not be affected but shall continue to be effective, and this Company shall
still bear the guaranty liability pursuant to this Letter of Guarantee and Undertaking. If,
due to this Companys fault, this Letter of Guarantee and Undertaking becomes ineffective,
this Company shall compensate the Lenders all losses within the scope of guaranty.23.
    
    Any notice under this Letter of Guarantee and Undertaking shall be served or sent to the
following address in writing by delivery in person, by mail or by fax:
 (1)
    
    If to this Company: Trina Solar Limited
 
 (2)
    
    If to the Agent Bank: Agricultural Bank of China Co., Ltd., Changzhou Xinbei
Sub-branch
 
 (3)
    
    Once the above-mentioned address, postcode, recipient, telephone number or fax
number is changed, the party concerned shall notify the other party within two (2) work
days.
  62




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 24.
    
    This Letter of Guarantee and Undertaking shall be governed by and be interpreted according
to the laws of China.In the event of any dispute in connection with this Letter of Guarantee and Undertaking, it
shall be settled between the parties in adherence to the principles of friendly
negotiations. If no consensus may be reached through the negotiations, either party may
submit the dispute to China International Economic and Trade Arbitration Commission,
Shanghai Branch for arbitration according to the arbitration rules in effect at the time of
applying for the arbitration. The arbitral award is final and is binding upon both parties.25.
    
    This Letter of Guarantee and Undertaking shall take effect after being executed and affixed
with the company seal by this Companys authorized representative. This Letter of Guarantee
and Undertaking shall be written and executed in Chinese.
 Guarantor:
    
    Trina Solar Limited (Company Seal)Authorized Representative: /s/ (Signature)Date: September 28, 2009
  63




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
  
  
 
 
 
 
   
 
   64




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 To:
    
    Agricultural Bank of China Co., Ltd., Jiangsu Branch(Acting as Leading Bank)Bank of China Limited, Jiangsu Branch(Acting as Co-Leading Bank)The Export and Import Bank of China, Nanjing BranchAgricultural Bank of China Co., Ltd., Changzhou BranchBank of Communications Co., Ltd., Changzhou BranchChina CITIC Bank Corporation Limited, Changzhou BranchBank of China Limited, Changzhou Branch(Acting as the Lenders )Agricultural Bank of China Co., Ltd., Changzhou Xinbei Sub-branch(Acting as Agent Bank)
 Recipient:
    
    Agricultural Bank of China Co., Ltd., Changzhou Xinbei Sub-branch
(Acting as Agent Bank)Address:
    
    No. 311, Central Tongjiang Road, Xinbei District, ChangzhouPostcode:
    
    213022Person-in-Charge:
    
    Xie ZhixinTEL:
    
    0519-85198999
    
    FAX: 0519-85196151Contact Person:
    
    Wang JianpingRe:
    
    Letter of GuaranteeDate:
    
    September 28, 2009
  65




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
      1.
    
    This Guarantor hereby unconditionally and irrevocably promises to the Lenders to provide the
joint and several guaranty for the syndicated loans of RMB One Billion Five Hundred and
Twenty-four Million and Six Hundred Thousand Only (RMB 1,524,600,000) and US Dollar Eighty
Million Only (USD 80,000,000), which are provided by the Lenders to the Borrower pursuant to
the Loan Agreement. The scope of guaranty provided by this Guarantor as the guarantor
(hereinafter referred to as Guaranteed Debts) shall cover:
 (1)
    
    the principal and interest of the syndicated loans under the Loan Agreement at
the amount of RMB One Billion Five Hundred and Twenty-four Million and Six Hundred
Thousand Only (RMB 1,524,600,000) and US Dollar Eighty Million Only (USD 80,000,000)
(including any interest, compound interest and penalty interest);
 (2)
    
    the commission charge under the Loan Agreement, which the Borrower fails to pay
pursuant to the Loan Agreement;
 (3)
    
    the remedial compensation, liquidated damages and compensation for damage which
arise under the Loan Agreement due to the Borrowers failure to abide by any provision
of the Loan Agreement;
  66




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 (4)
    
    when the Borrower is unable to repay the above-mentioned money and expenses to the
Lenders, the reasonable legal retainer, notarization fee, valuation and audit fee,
expert demonstration fee, property preservation fee, litigation costs, enforcement
costs, etc. paid by the Lenders for enforcing the creditors rights.
 2.
    
    This Guarantor shall, within the scope of guaranty promised in Article 1 of this Letter of
Guarantee, bear joint and several liabilities for the Borrowers all debts, including the
debts announced by the Lenders for advance repayment when the Borrower breaches the Agreement.
 3.
    
    The guaranty obligation of this Guarantor (including this Guarantors successor and receiver)
under this Letter of Guarantee shall be continuous, and its duration of guaranty shall be two
(2) years as of the expiry of the period for performance of the Guaranteed Debts. This Letter
of Guarantee shall take effect on the date when it is executed, until all the Guaranteed Debts
have been paid off, and shall not be affected in any way by the organizational modifications
or operational changes of the Borrower. The organizational modifications or operational
changes mentioned here include but not limited to division, amalgamation, restructuring,
establishment of a joint stock company by way of system reform, or transaction of property
right or management power by lease, etc. If the Borrower is terminated before paying off the
Lenders all prepayments, the guaranty obligation under this Letter of Guarantee shall still
be effective.
 4.
    
    This Guarantor promises to, with its good commercial credit, provide the Borrower with
guaranty. In the event that the Borrower is unable to or refuses to totally or partially repay
the money, interest, overdue interest, remedial compensation and all costs it owes to the
Lenders under the Loan Agreement, this Guarantor will bear the corresponding share of debts to
the Lenders with all its assets and equities. The Lenders shall have the absolute option over
any of the assets and equities which this Guarantor uses to repay debts, including but not
limited to fixed assets, working capital, raw materials, inventory products, under-development
construction, equity interests, enterprise bonds, treasury bonds, etc. as well as the yields
and interests arising therefrom.
 5.
    
    Once an Event of Default agreed upon in the Loan Agreement occurs, this Guarantor promises
to, within ten (10) days after receipt of the Agent Banks written notice, unconditionally
remit the equivalent amount of money and expenses owed by the Borrower to the Lenders into the
account designated by the Agent Bank, irrespective of whether there is any dispute between the
Lenders and the Borrower and whether the Lenders waives the mortgage or pledge created under
the Loan Agreement.
 If the Borrower has created mortgage or pledge for the Lenders benefits with its own
properties, this Guarantor hereby agrees and promises that, if the Lenders waive the
mortgagees rights provided by the Borrower or the sequence of the mortgagees rights or
modifies any mortgagees right or the pledgees right provided by the Borrower, this
Guarantors scope of guaranty shall not therefore be narrowed, and shall still be the scope
set forth in Article 1 of this Letter of Guarantee. The Lenders aforesaid acts will not
affect or exempt this Guarantors any obligation or guaranty liability under this Letter of
Guarantee. This Guarantor shall not require its liabilities to be mitigated within the scope
of the Lenders waiver. Meanwhile, this Guarantor waives the right to defence against the
Lenders enforcement of the mortgaged or pledged property.
  67




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 6.
    
    For achieving the purposes of this Letter of Guarantee, this Guarantor hereby makes the
following representations and warranties:
 (1)
    
    This Guarantor is an natural with complete civil acts and liabilities.(2)
    
    This Guarantor has the full capacity for civil rights and that for civil
conducts to carry out its business, execute this Letter of Guarantee, and to exercise
rights and perform obligations pursuant to this Letter of Guarantee.(3)
    
    This Guarantors obligations under this Letter of Guarantee are lawful and
effective, and are binding upon this Guarantor. This Guarantor may perform such
obligations pursuant to this Letter of Guarantee.(4)
    
    This Guarantors execution of this Letter of Guarantee and its performance of
the obligations pursuant to this Letter of Guarantee are not, and will not be in
violation of or in conflict with the following contents:
 (i)
    
    any agreement or contract to which this Guarantor is a party or
any other contractual document binding upon this Guarantors any asset;(ii)
    
    any law, regulation, judgment, adjudication or ruling
applicable to this Guarantor.
 (5)
    
    This Guarantor warrants that, by the date of execution of this Letter of
Guarantee, it is not in any of the following events:
 (i)
    
    any other contract or agreement that will impair or affect the
Lenders interests under this Letter of Guarantee;(ii)
    
    any major lawsuit, arbitration or administrative penalty that
affects this Guarantors capacity to conclude or perform this Letter of
Guarantee;(iii)
    
    other events which are enough to affect this Guarantors
capacity of performing the Agreement or the Lenders interests under this
Letter of Guarantee.
 (6)
    
    In any judicial proceeding held in China, to which this Guarantor is a party,
this Guarantor and its assets enjoy no immunity or privilege in initiation of the
lawsuit, judgment rendering, enforcement, property preservation or other legal
proceedings.
 (7)
    
    This Guarantors execution of this Letter of Guarantee and its exercise of
rights and performance of obligations under this Letter of Guarantee are the commercial
acts made for commercial purposes, and are completely bound by civil and commercial
laws.
 (8)
    
    Guarantor has disclosed to the Lenders the major debts existing by the date
when this Letter of Guarantee is issued, and there is no untrue or concealed event.
  68




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 7.
    
    For achieving the purposes of this Letter of Guarantee, this Guarantor promises to the
Lenders that, within the validity period of the Loan Agreement:
 (1)
    
    This Guarantor shall abide by all laws and regulations applicable to it and pay
all taxes and fees to be levied by the government authorities;(2)
    
    Unless with the prior written consent of the Agent Bank, this Guarantor
warrants that: this Guarantor and companies controlled by this Guarantor shall not make
investment equivalent to over 10 million US dollars accumulatively each year, except
for normal stock trading. However, for trade in stock of Trina Solar Limited and
significant asset disposal, this Guarantor shall obtain the prior written consent of
the Agent Bank.(3)
    
    This Guarantor is not required to obtain the prior written consent of the Agent
Bank for accumulatively providing balance of guarantees externally equivalent to not
more than USD 15 million. In case of exceeding the above-mentioned amount, without the
prior written consent of the Agent Bank, no new guarantee shall be set on any asset of
this Guarantor and this Guarantor shall not provide any guarantee for any debt of any
other person.(4)
    
    This Guarantor warrants that, unless with the written consent of the Majority
of Lenders, this Guarantor shall not, before the Borrower has paid off the debt,
require the Borrower to provide guarantee for the debt of this Guarantor, nor this
Guarantor appropriate or intercept the fund of the Borrower in any form, nor directly
or indirectly obtain security interests of any form from the Borrower so that the asset
of the Borrower for the payment of debt is reduced.(5)
    
    This Guarantor warrants that it shall not claim compensation from or make claim
against the Borrower with regard to the part of the guaranty liabilities that have been
performed so long as the Borrower has any outstanding debt to be paid or the Lender has
become one of the shareholders of the Borrower or the Lender actually takes over and
manages the Borrower.(6)
    
    If any of the following events occurs, this Guarantor shall notify the Agent
Bank within seven (7) days as of the date of occurrence of such event:
 (i)
    
    any event of default or potential event of default;(ii)
    
    any lawsuit, arbitration or other legal proceeding as mentioned
in Articles 6.(6) of this Letter of Guarantee;(iii)
    
    any event that causes or will, as realized by this Guarantor,
cause Material Adverse Effect;
  69




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 (7)
    
    if, due to a force majeure, this Letter of Guarantee has to be amended or
supplemented, this Guarantor warrants that no change will exempt or mitigate its
liabilities under this Letter of Guarantee, or affect or impair the interests enjoyed
by the Lenders hereunder.
 This Guarantor guarantees to provide the Agent Bank with this Guarantor and its subordinated
companies investment plan and explanatory of disposal of assets every year. This Guarantor
hereby confirms that each Lender was fully based on trusting all the above-mentioned
representations, warranties and undertakings when executing the Loan Agreement and
performing its obligations under the Loan Agreement.
 8.
    
    This Guarantor hereby agrees that, each of the following events constitutes an event of
default under this Letter of Guarantee:
 (1)
    
    this Guarantor violates any representation, warranty or undertaking made in
Article 6 or Article 7 of this Letter of Guarantee, and fails to, within ten (10) days
as of the date when this Guarantor knows such matter or the date when the Agent Bank
sends a notice requiring this Guarantor to make the remedy, whichever is earlier,
remedy to the satisfactory of the Majority of Lenders;(2)
    
    this Guarantor is under an circumstance of being materially untrue or
incomplete when any representation, warranty or undertaking in this Letter of Guarantee
is made or reiterated;(3)
    
    any asset of this Guarantor equivalent to more than RMB 10 million or asset
accumulatively amounting to the total equivalent to RMB 20 million is under the
influence of sealing, freezing, seizing, enforcing or other similar legal proceedings,
and this Guarantor fails to be released from such influences or make remedies to the
satisfaction of the Majority of Lenders within thirty (30) days;(4)
    
    this Guarantor fails to appropriately and timely perform or abide by any
obligation under this Letter of Guarantee and Undertaking;(5)
    
    this Letter of Guarantee becomes null and void due to any cause;(6)
    
    this Guarantor fails to perform any other obligation under this Letter of
Guarantee.
 9.
    
    This Guarantor hereby confirms that, (i) if one or more events of default as listed in
Article 8 of this Letter of Guarantee occurs; or (ii) any Breaching Event agreed upon in the
Loan Agreement occurs, the Lenders shall have the right to take one or more of the following
measures:
 (1)
    
    ordering this Guarantor to correct the events of default and take remedial
measures within a time limit;
  70




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##### 



Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 (2)
    
    charging penalty interest on the amounts in default (including all principal,
interest, penalty interest, losses and expenses) at the penalty interest rate set forth
in the Loan Agreement;(3)
    
    this Guarantor recognizes the Lenders calculation of the interest and penalty
interest; with respect to the proof which the Borrower or the successor of its
creditors rights uses to show the principal and interest of the Borrowers any payable
amount under the financing agreement, if it is notified to this Guarantor by collection
letter, newspaper announcement, e-mail, fax, etc., the said proof and notice shall,
unless this Guarantor provides sufficient and effective evidence within 3 days to prove
the existent obvious error, be the final evidence of the debtor-creditor relationship
between both parties, and are binding upon this Guarantor;(4)
    
    holding the guaranteed amount and all other reasonable expenses paid for
enforcing the withheld money and implementing this Letter of Guarantee directly from
any account opened by this Guarantor at any of the Lenders or its branch, or having the
Agent Bank entrust any other financial institution to withhold such funds from the
account opened at this Guarantor;(5)
    
    lodging a lawsuit to the peoples court where the Agent Bank is located(6)
    
    making recourse against this Guarantor in other methods permitted by law.
 The adoption of the above-mentioned measures in whole or in part shall not affect
the Lenders interest deserved and vested under this Letter of Guarantee or any law.10.
    
    This Guarantor hereby confirms that it agrees to make any amendment or supplement at any time
to the Loan Agreement and/or the financing documents such as the guaranty contract executed
according to the Loan Agreement. This Guarantors guaranty obligation under this Letter of
Guarantee shall not be affected in any way due to such amendment or supplement. The Borrower
and the Lenders agree that, when any amount or debt under the Loan Agreement is renewed after
becoming due in whole or in part, this Letter of Guarantee shall continue to be effective.11.
    
    This Guarantor hereby confirms that, the relevant covenants in the Loan Agreement on the
consortium relationship shall apply to this Letter of Guarantee. Since the Agent Bank acts as
an agent in connection with this Letter of Guarantee, each Lender shall exercise all its
rights under this Letter of Guarantee through the Agent Bank, and this Guarantor may only
perform this Letter of Guarantee to the Lenders through the Agent Bank, instead of
independently performing obligations or bearing the guaranty liability to all the Lenders.12.
    
    This Guarantor hereby confirms that, in the event that no notice needs to be sent to this
Guarantor and/or the Borrower, the Lenders shall have the right to authorize its subordinate
branch to perform in the name of the branch the corresponding obligations under the Loan
Agreement and/or the Financing Documents such as the guaranty contract executed by the Lenders
pursuant to the Loan Agreement, or to exercise in the name of the branch the Lenders
corresponding rights and powers under the aforesaid Financing Documents. This Guarantor hereby
completely accepts such performance or exercise without any objection.
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 13.
    
    If the parties to the Loan Agreement agree to rescind the Loan Agreement or cause the Loan
Agreement to be terminated in advance, this Letter of Guarantee shall still be effective,
and this Guarantor shall bear joint and several guaranty liabilities for the losses caused
by the Borrower to the Lenders.14.
    
    If all parties to the Loan Agreement agree to modify any content thereof, unless it is
related to the increase of loan amount and increase of guaranty liabilities accordingly, they
do not have to get the consent of this Guarantor . This Guarantor shall bear joint and several
guaranty liability for the modified Guaranteed Debts. If the parties to the Loan Agreement
increase the loan amount without the consent of this Company, this Guarantor shall still bear
the guaranty liability within the scope of the original amount of loans.15.
    
    When all or partial loans under the Loan Agreement become due, and the duration of the
agreement is extended or the repayment is postponed, this Letter of Guarantee shall continue
to be effective, and this Guarantor shall continue to bear the guaranty liability.16.
    
    All taxes and fees in connection with this Letter of Guarantee (including the stamp duty and
the legal consulting fee under this Letter of Guarantee) shall be paid or repaid by this
Guarantor.Upon request of the Agent Bank, this Guarantor shall immediately make remedial compensation
to the Agent Bank/the Lenders in full amounts for all reasonable expenditures and costs
incurred by the Agent Bank or the Lenders from exercise of rights in any judicial
jurisdiction or under this Letter of Guarantee.17.
    
    This Guarantor unconditionally and irrevocably guarantees that, any loss incurred by the
Lenders from the Borrowers failure to perform relevant clauses of the Loan Agreement, from
its partial performance of or delay in performing relevant clauses of the Loan Agreement, from
the void and null of the relevant clause of the Loan Agreement due to a certain cause, or from
this Guarantors failure to perform or partial performance of or delay in performing any
clause of this Letter of Guarantee shall become this Guarantors independent debt payable to
the Lenders upon claim.18.
    
    This Guarantor promises that its assignment of the rights and obligations under this Letter
of Guarantee must be upon prior written consent of all the Lenders or subject to the written
agreement reached with the Lenders. Otherwise, the assignment of any right or obligation shall
be legally ineffective.19.
    
    If any Lender intends to assign any right or obligation under the Loan Agreement to which it
is a party to another Transferee pursuant to the Loan Agreement, such assignment does not have
to be upon the consent of this Guarantor, and such Lenders right or obligation under this
Letter of Guarantee and corresponding to the aforesaid assigned right or obligation shall
meanwhile be assigned to the Transferee.20.
    
    In the process of implementation of this Letter of Guarantee, the Lenders failure to
exercise or timely exercise any right under this Letter of Guarantee shall not be deemed as
their waiver of such right, nor shall it affect this Guarantors any obligation under this
Letter of Guarantee.If, at any time, any clause of this Letter of Guarantee becomes illegal, ineffective or not
implementable, the legality, validity or execution of other clauses of this Letter of
Guarantee shall not be affected or impaired in any way.
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 21.
    
    If the Guaranteed Debts under this Letter of Guarantee have been paid off, but the payment
is confirmed as ineffective or revoked by an authority, this Guarantor shall continue
bearing the guaranty liability, and such event shall not be restricted by the guaranty
period or the limitation of action.22.
    
    This Guarantor hereby confirms that the effectiveness of this Letter of Guarantee shall be
independent from the Loan Agreement, and shall not become ineffective due to the
ineffectiveness of the Loan Agreement.If the Loan Agreement is ineffective, the effectiveness of this Letter of Guarantee shall
not be affected but shall continue to be effective, and this Guarantor shall still bear the
guaranty liability pursuant to this Letter of Guarantee. If, due to this Guarantors fault,
this Letter of Guarantee becomes ineffective, this Guarantor shall compensate the Lenders
all losses within the scope of guaranty.23.
    
    Any notice under this Letter of Guarantee shall be served or sent to the following address in
writing by delivery in person, by mail or by fax:
 (1)
    
    If to this Guarantor: Changzhou Trina Solar Energy Co., Ltd. Limited
 
 (2)
    
    If to the Agent Bank: Agricultural Bank of China Co., Ltd., Changzhou Xinbei Sub-branch
 
 (3)
    
    Once the above-mentioned address, postcode, recipient, telephone number or
fax number is changed, the party concerned shall notify the other party within two (2)
work days.
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
    2009/09
 
 24.
    
    This Letter of Guarantee shall be governed by and be interpreted according to the laws of
China.In case of the occurrence of any dispute in connection with this Letter of Guarantee, the
parties shall resolve the same in the principle of friendly consultation. If no agreement is
reached through consultation, such dispute shall be governed by the peoples court of the
place where the Agent Bank is located.25.
    
    This Letter of Guarantee shall take effect after being executed by this Guarantor. This
Letter of Guarantee shall be written and executed in Chinese.
 Guarantor:
    
    Gao Jifan
    
    /s/ Gao Jifan (Signature)Wu Chunyan
    
    /s/ Wu Chunyan (Signature)Date: September 28, 2009
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    2009/09
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    2009/09
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Changzhou Trina Solar Energy Co., Ltd. Syndicated Loan Agreement
    
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    77