Common use of Rights-of-Way Clause in Contracts

Rights-of-Way. Each of the Partnership Entities has, and on the Closing Date and each settlement date will have, such consents, easements, rights-of-way or licenses from any person (collectively, “rights-of-way”) as are necessary to conduct its business in the manner described in the Registration Statement, the Disclosure Package and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement, the Disclosure Package and the Prospectus, except for such rights-of-way the failure of which to obtain, would not reasonably be likely to have, individually or in the aggregate, a Material Adverse Effect; and each of the Partnership Entities will have fulfilled and performed all of its obligations with respect to such rights-of-way and no event shall have occurred that allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way except for such revocations, terminations and impairments that would not reasonably be likely to have a Material Adverse Effect.

Rights-of-Way. Each of the Partnership EQGP Entities has, and on the Closing each Delivery Date and each settlement date will have, such consents, easements, rights-of-way or licenses from any person (collectively, “rights-of-way”) as are necessary to conduct its business in the manner described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, except for such rights-of-way the failure of which to obtain, would not reasonably be likely to have, individually or in the aggregate, a Material Adverse Effect; and each of the Partnership EQGP Entities will have fulfilled and performed all of its obligations with respect to such rights-of-way and no event shall have occurred that allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way except for such revocations, terminations and impairments that would not reasonably be likely to have a Material Adverse Effect.

Rights-of-Way. Each of the Partnership Entities hasEntities, and on the Closing Date and each settlement date will havedirectly or indirectly, has such consents, easements, rights-of-way way, permits or licenses from any each person (collectively, “rights-of-way”) as are necessary to conduct its business in the manner described, subject to the limitations described in the Registration Statement, the Disclosure Package Statement and the most recent Preliminary Prospectus, subject to such qualifications as may be set forth in the Registration Statement, the Disclosure Package and the Prospectusif any, except for such rights-of-way the failure of which to obtainthat, if not obtained, would not reasonably be likely expected to have, individually or in the aggregate, a Material Adverse Effect; and each of the Partnership Entities has, or at the applicable Delivery Date will have have, fulfilled and performed performed, in all of material respects, its obligations with respect to such rights-of-way way; and no event shall have has occurred that allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way way, except for such revocations, terminations and impairments that that, individually or in the aggregate, would not reasonably be likely expected to have a Material Adverse Effect.

Rights-of-Way. Each of the Partnership Entities has, and on at the Closing Date and each settlement date Time of Delivery will have, such consents, easements, rights-of-way or licenses from any person (collectively, “rights-of-way”) as are necessary to conduct its business in the manner described in the Registration Statement, the Disclosure Package and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement, the Disclosure Package and the Prospectus, except for such rights-of-way the failure of which to obtain, would not reasonably be likely to have, individually or in the aggregate, a Material Adverse Effect; and each of the Partnership Entities will have fulfilled and performed all of its obligations with respect to such rights-of-way and no event shall have occurred that allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way except for such revocations, terminations and impairments that would not reasonably be likely to have a Material Adverse Effect.

Rights-of-Way. Each At each Delivery Date, each of the Partnership Entities has, and on the Closing Date and each settlement date will have, have such consents, easements, rights-of-way or licenses from any person (collectively, “rights-of-way”) as are necessary to conduct its their business in the manner described in the Registration Statement, the Disclosure Package most recent Preliminary Prospectus and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement, the Disclosure Package most recent Preliminary Prospectus and the Prospectus, Prospectus and except for such rights-of-way the failure of which to obtainwhich, if not obtained, would not reasonably be likely to have, individually or in the aggregate, a Material Adverse Effect; and each of the Partnership Entities will have has fulfilled and performed all of its material obligations with respect to such rights-of-way and no event shall have has occurred that which allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way way, except for such revocations, terminations and impairments that would not reasonably be likely to have a Material Adverse Effect; and, except as described in the most recent Preliminary Prospectus and the Prospectus, none of such rights-of-way contains any restriction that is materially burdensome to the Partnership Entities considered as a whole.

Rights-of-Way. Each of the Partnership Entities has, and on the Closing Date and each settlement date will have, Entity has such consents, easements, rights-of-way or and licenses from any person Person (collectively, “rightsRights-of-wayWay”) as are necessary to conduct its business in the manner described in the Registration Statement, the Disclosure Package and the ProspectusSEC Documents, subject to such qualifications as may be set forth in the Registration Statement, the Disclosure Package SEC Documents and the Prospectus, except for such rightsRights-of-way the failure of Way which to obtain, if not obtained would not reasonably be likely to haveexpected, individually or in the aggregate, to result in a Partnership Material Adverse Effect; and . Subject to the limitations contained in the SEC Documents, if any, to the Knowledge of the Partnership, each of the Partnership Entities will have has fulfilled and performed all of its obligations with respect to such rightsRights-of-way Way and no event shall have has occurred that allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rightsRights-of-way Way, except for such revocations, terminations and impairments that that, individually or in the aggregate, would not have a Partnership Material Adverse Effect. Except as described in the SEC Documents, none of such Rights-of-Way contains any restriction that would, individually or in the aggregate, reasonably be likely expected to have a Partnership Material Adverse Effect.

Rights-of-Way. Each of the Partnership Entities has, and on the Closing Date and each settlement date will have, has such consents, easements, rights-of-way way, permits or licenses from any each person (collectively, “rights-of-way”) as are necessary to conduct its business in the manner described, subject to the limitations described in the Registration Statement, the Disclosure Package Statement and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement, the Disclosure Package and the Prospectusif any, except for (i) qualifications, reservations and encumbrances with respect thereto that would not have a Material Adverse Effect and (ii) such rights-of-way the failure of which to obtainthat, if not obtained, would not reasonably be likely to have, individually or in the aggregate, a Material Adverse Effect; and each of the Partnership Entities has, and at each Representation Date (as defined in Section 4(k)), Applicable Time and Settlement Date will have have, fulfilled and performed performed, in all of material respects, its obligations with respect to such rights-of-way and no event shall have has occurred that allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way way, except for such revocations, terminations and impairments that that, individually or in the aggregate, would not reasonably be likely to have a Material Adverse Effect; and none of such rights-of-way contains any restriction that would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Rights-of-Way. Each of the Partnership Entities has, and on On the Closing Date and each settlement date date, after giving effect to the Transactions, each of the Partnership Entities will have, have such consents, easements, rights-of-way or licenses from any person (collectively, “rights-of-way”) as are necessary to conduct its business in the manner described in the Registration Statement, the Disclosure Package and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement, the Disclosure Package and the Prospectus, except for such rights-of-way the failure of which to obtain, would not reasonably be likely to have, individually or in the aggregate, a Material Adverse Effect; and each of the Partnership Entities will have fulfilled and performed all of its obligations with respect to such rights-of-way and no event shall have occurred that allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way except for such revocations, terminations and impairments that would not reasonably be likely to have a Material Adverse Effect.

Rights-of-Way. Each of the Partnership Entities has, and on At the Closing Date and each settlement date Additional Closing Date, each of the Partnership Entities will have, have such consents, easements, rights-of-way or licenses from any person (collectively, “rights-of-way”) as are necessary to conduct its business in the manner described in the Registration Statement, the Disclosure Package and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus, except for such rights-of-way the failure of which to obtain, have obtained would not reasonably be likely expected to have, individually or in the aggregate, a Material Adverse Effect; at the Closing Date and each of the Partnership Entities Additional Closing Date, if applicable, each Cypress Entity will have fulfilled and performed all of its material obligations with respect to such rights-of-way then required to be fulfilled or performed and no event shall have has occurred that which allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way way, except for such failure to perform, revocations, terminations and impairments that would not reasonably be likely expected to have a Material Adverse Effect.

Rights-of-Way. Each of the Partnership Entities hasGroup Entities, and on the Closing Date and each settlement date will havedirectly or indirectly, has such consents, easements, rights-of-way or licenses from any person (collectively, “rights-of-way”) as are necessary to conduct its business in the manner described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, Prospectus and except for such rights-of-way the failure of which to obtain, have obtained would not reasonably be likely expected to have, individually or in the aggregate, a Material Adverse Effect; and each of the Partnership Entities will have Group Entities, directly or indirectly, has fulfilled and performed all of its material obligations with respect to such rights-of-way and no event shall have has occurred that allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way way, except for such failures to perform, revocations, terminations and impairments that would not reasonably be likely expected to have have, individually or in the aggregate, a Material Adverse Effect, subject in each case to such qualification as may be set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Rights-of-Way. Each At the Closing Time and each Date of Delivery, after giving effect to the Transactions and the Prior Transactions, (A) the Partnership Entities has, and on the Closing Date and each settlement date will have, have such consents, easements, easements or rights-of-way or licenses from any each person (collectively, “rights-of-way”) or rights of use related thereto as are necessary to conduct its business the NextEra Energy Partners LP Business in the manner described described, and subject to the limitations contained, in the Registration Statement, the Disclosure Package and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement, the General Disclosure Package and the Prospectus, except for such rights-of-way the failure of which to obtain(1) qualifications, reservations and encumbrances that would not reasonably be likely to havenot, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect and (2) such rights-of-way that, if not obtained, would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect; and each of (B) the Partnership Entities have, or following consummation of the Transactions and the Prior Transactions will have have, fulfilled and performed all of its their material obligations with respect to such rights-of-way and no event shall have has occurred that allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way way, except for such revocations, terminations and impairments that would not not, individually or in the aggregate, reasonably be likely expected to have a Material Adverse Effect.

Rights-of-Way. Each of the Partnership Entities has, and on the Closing Date and each settlement date will have, has such consents, easements, rights-of-way way, permits or licenses from any each person (collectively, “rights-of-way”) as are necessary to conduct its business in the manner described in the Registration Statement, the Disclosure Package Statement and the Prospectus, subject to such qualifications as may be set forth the limitations described in the Registration Statement, the Disclosure Package Statement and the Prospectus, if any, except for such rights-of-way the failure of which to obtainthat, if not obtained, would not reasonably be likely to have, individually or in the aggregate, a Material Adverse Effect; and each of the Partnership Entities has, or at the applicable Settlement Date will have have, fulfilled and performed performed, in all of material respects, its obligations with respect to such rights-of-way and no event shall have has occurred that allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way way, except for such revocations, terminations and impairments that that, individually or in the aggregate, would not reasonably be likely to have a Material Adverse Effect; and none of such rights-of-way contains any restriction that would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Rights-of-Way. Each of the Partnership Entities has, and on the Closing Date and each settlement date will have, has such consents, easements, rights-of-way or licenses from any each person (collectively, “rights-of-way”) as are necessary to conduct its business in the manner described in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus, except for such rights-of-way the failure of which to obtain, obtain would not reasonably be likely expected to have, individually or in the aggregate, a Material Adverse Effect; and each of the Partnership Entities has, and on the Closing Date and each Additional Closing Date will have have, fulfilled and performed all of its obligations with respect to such rights-of-way and no event shall have occurred that allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way way, except for such revocations, terminations and impairments that as would not reasonably be likely expected to have have, individually or in the aggregate, a Material Adverse Effect; and, except as disclosed in the Registration Statement, the Time of Sale Information and the Prospectus, none of such rights-of-way contains any restriction except as would not reasonably be expect to have, individually or in the aggregate, a Material Adverse Effect.

Rights-of-Way. Each of the Partnership Entities has, and on On the Closing Date and each settlement date date, after giving effect to the Transactions, each of the Partnership Entities will have, have such consents, easements, rights-of-way or licenses from any person (collectively, “rights-of-way”) from any person or entity as are necessary to conduct its the business of such Partnership Entity in the manner described in the Registration Statement, the Disclosure Package and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement, the Disclosure Package and the Prospectus, except for such rights-of-way the failure of which to obtain, would not reasonably be likely expected to have, individually or in the aggregate, a Material Adverse Effect; and each of the Partnership Entities will have fulfilled and performed all of its material obligations with respect to such rights-of-way and no event shall have occurred that allows, or after notice or lapse of time would allow, revocation or termination thereof or would result in any impairment of the rights of the holder of any such rights-of-way except for such revocations, terminations and impairments that would not reasonably be likely expected to have have, individually or in the aggregate, a Material Adverse Effect.