Common use of Unit Option Plans Clause in Contracts

Unit Option Plans. (a) If at any time or from time to time, in connection with any Unit Option Plan, an option to purchase NEE Partners Common Units granted to a Person other than a Partnership Employee is duly exercised: (i) NEE Partners, shall, as soon as practicable after such exercise, make a Capital Contribution to the Partnership in an amount equal to the exercise price paid to NEE Partners by such exercising party in connection with the exercise of such unit option. (ii) Notwithstanding the amount of the Capital Contribution actually made pursuant to Section 5.6(a)(i), NEE Partners shall be deemed to have contributed to the Partnership as a Capital Contribution an amount equal to the Market Value of a NEE Partners Common Unit as of the date of exercise multiplied by the number of NEE Partners Common Units then being issued in connection with the exercise of such unit option. In exchange for such Capital Contribution, the Partnership shall issue a number of Common Units to NEE Partners equal to the number of NEE Partners Common Units issued in connection with the exercise of such unit option. (b) If at any time or from time to time, in connection with any Unit Option Plan, an option to purchase NEE Partners Common Units granted to a Partnership Employee is duly exercised: (i) NEE Partners shall sell to the Partnership, and the Partnership shall purchase from NEE Partners, the number of NEE Partners Common Units as to which such unit option is being exercised. The purchase price per NEE Partners Common Unit for such sale of NEE Partners Common Units to the Partnership shall be the Market Value of a NEE Partners Common Unit as of the date of exercise of such unit option. (ii) The Partnership shall sell to the Optionee (or if the Optionee is an employee of a Group Member other than the Partnership, the Partnership shall sell to such Group Member, which in turn shall sell to the Optionee), for a cash price per share equal to the Market Value of a NEE Partners Common Unit at the time of the exercise, the number of NEE Partners Common Units equal to (a) the exercise price paid to NEE Partners by the exercising party in connection with the exercise of such unit option divided by (b) the Market Value of a NEE Partners Common Unit at the time of such exercise. (iii) The Partnership shall transfer to the Optionee (or if the Optionee is an employee of another Group Member, the Partnership shall transfer to such Group Member, which in turn shall transfer to the Optionee) at no additional cost, as additional compensation, the number of NEE Partners Common Units equal to the number of NEE Partners Common Units described in Section 5.6(b)(i) less the number of NEE Partners Common Units described in Section 5.6(b)(ii) hereof. (iv) NEE Partners shall, as soon as practicable after such exercise, make a Capital Contribution to the Partnership of an amount equal to all proceeds received (from whatever source, but excluding any payment in respect of payroll taxes or other withholdings) by NEE Partners in connection with the exercise of such unit option. In exchange for such Capital Contribution, the Partnership shall issue a number of Common Units to NEE Partners equal to the number of NEE Partners Common Units issued in connection with the exercise of such unit option.

Unit Option Plans. (a) If at any time or from time to time, in connection with any Unit Option Plan, an option to purchase NEE Partners Common Units Class A Shares granted to a Person other than a Partnership Company Employee is duly exercised: (i) NEE PartnersThe Managing Member, shall, as soon as practicable after such exercise, make a Capital Contribution to the Partnership Company in an amount equal to the exercise price paid to NEE Partners the Managing Member by such exercising party in connection with the exercise of such unit option. (ii) Notwithstanding the amount of the Capital Contribution actually made pursuant to Section 5.6(a)(i5.13(a)(i), NEE Partners the Managing Member shall be deemed to have contributed to the Partnership Managing Member as a Capital Contribution an amount equal to the Current Market Value Price of a NEE Partners Common Unit Class A Share as of the date of exercise multiplied by the number of NEE Partners Common Units Class A Shares then being issued in connection with the exercise of such unit option. In exchange for such Capital Contribution, the Partnership Company shall issue a number of Common Units to NEE Partners the Managing Member equal to the number of NEE Partners Common Units Class A Shares issued in connection with the exercise of such unit option. (b) If at any time or from time to time, in connection with any Unit Option Plan, an option to purchase NEE Partners Common Units Class A Shares granted to a Partnership Company Employee is duly exercised: (i) NEE Partners The Managing Member shall sell to the PartnershipCompany, and the Partnership Company shall purchase from NEE Partnersthe Managing Member, the number of NEE Partners Common Units Class A Shares as to which such unit option is being exercised. The purchase price per NEE Partners Common Unit Class A Share for such sale of NEE Partners Common Units Class A Shares to the Partnership Company shall be the Current Market Value Price of a NEE Partners Common Unit Class A Share as of the date of exercise of such unit option. (ii) The Partnership Company shall sell to the Optionee (or if the Optionee is an employee of a Group Member other than the PartnershipCompany, the Partnership Company shall sell to such Group Member, which in turn shall sell to the Optionee), for a cash price per share equal to the Current Market Value Price of a NEE Partners Common Unit Class A Share at the time of the exercise, the number of NEE Partners Common Units Class A Shares equal to (a) the exercise price paid to NEE Partners the Managing Member by the exercising party in connection with the exercise of such unit option divided by (b) the Current Market Value Price of a NEE Partners Common Unit Class A Share at the time of such exercise. (iii) The Partnership Company shall transfer to the Optionee (or if the Optionee is an employee of another Group Member, the Partnership Company shall transfer to such Group Member, which in turn shall transfer to the Optionee) at no additional cost, as additional compensation, the number of NEE Partners Common Units Class A Shares equal to the number of NEE Partners Common Units Class A Shares described in Section 5.6(b)(i5.13(b)(i) less the number of NEE Partners Common Units Class A Shares described in Section 5.6(b)(ii5.13(b)(ii) hereof. (iv) NEE Partners The Managing Member shall, as soon as practicable after such exercise, make a Capital Contribution to the Partnership Company of an amount equal to all proceeds received (from whatever source, but excluding any payment in respect of payroll taxes or other withholdings) by NEE Partners the Managing Member in connection with the exercise of such unit option. In exchange for such Capital Contribution, the Partnership Company shall issue a number of Common Units to NEE Partners the Managing Member equal to the number of NEE Partners Common Units Class A Shares issued in connection with the exercise of such unit option.

Unit Option Plans. (a) If at any time or from time to time, in connection with any Unit Option Plan, an option to purchase NEE Partners Common Units Class A Shares granted to a Person other than a Partnership Company Employee is duly exercised: (i) NEE PartnersThe Managing Member, shall, as soon as practicable after such exercise, make a Capital Contribution to the Partnership Company in an amount equal to the exercise price paid to NEE Partners the Managing Member by such exercising party in connection with the exercise of such unit option. (ii) Notwithstanding the amount of the Capital Contribution actually made pursuant to Section 5.6(a)(i‎Section 5.13(a)(i), NEE Partners the Managing Member shall be deemed to have contributed to the Partnership Managing Member as a Capital Contribution an amount equal to the Current Market Value Price of a NEE Partners Common Unit Class A Share as of the date of exercise multiplied by the number of NEE Partners Common Units Class A Shares then being issued in connection with the exercise of such unit option. In exchange for such Capital Contribution, the Partnership Company shall issue a number of Common Units to NEE Partners the Managing Member equal to the number of NEE Partners Common Units Class A Shares issued in connection with the exercise of such unit option. (b) If at any time or from time to time, in connection with any Unit Option Plan, an option to purchase NEE Partners Common Units Class A Shares granted to a Partnership Company Employee is duly exercised: (i) NEE Partners The Managing Member shall sell to the PartnershipCompany, and the Partnership Company shall purchase from NEE Partnersthe Managing Member, the number of NEE Partners Common Units Class A Shares as to which such unit option is being exercised. The purchase price per NEE Partners Common Unit Class A Share for such sale of NEE Partners Common Units Class A Shares to the Partnership Company shall be the Current Market Value Price of a NEE Partners Common Unit Class A Share as of the date of exercise of such unit option. (ii) The Partnership Company shall sell to the Optionee (or if the Optionee is an employee of a Group Member other than the PartnershipCompany, the Partnership Company shall sell to such Group Member, which in turn shall sell to the Optionee), for a cash price per share equal to the Current Market Value Price of a NEE Partners Common Unit Class A Share at the time of the exercise, the number of NEE Partners Common Units Class A Shares equal to (a) the exercise price paid to NEE Partners the Managing Member by the exercising party in connection with the exercise of such unit option divided by (b) the Current Market Value Price of a NEE Partners Common Unit Class A Share at the time of such exercise. (iii) The Partnership Company shall transfer to the Optionee (or if the Optionee is an employee of another Group Member, the Partnership Company shall transfer to such Group Member, which in turn shall transfer to the Optionee) at no additional cost, as additional compensation, the number of NEE Partners Common Units Class A Shares equal to the number of NEE Partners Common Units Class A Shares described in Section 5.6(b)(i‎Section 5.13(b)(i) less the number of NEE Partners Common Units Class A Shares described in Section 5.6(b)(ii‎Section 5.13(b)(ii) hereof. (iv) NEE Partners The Managing Member shall, as soon as practicable after such exercise, make a Capital Contribution to the Partnership Company of an amount equal to all proceeds received (from whatever source, but excluding any payment in respect of payroll taxes or other withholdings) by NEE Partners the Managing Member in connection with the exercise of such unit option. In exchange for such Capital Contribution, the Partnership Company shall issue a number of Common Units to NEE Partners the Managing Member equal to the number of NEE Partners Common Units Class A Shares issued in connection with the exercise of such unit option.

Unit Option Plans. (a) If at any time or from time to time, in connection with any Unit Option Plan, an option to purchase NEE Partners Common Units granted to a Person other than a Partnership Employee is duly exercised: (i) NEE Partners, shall, as soon as practicable after such exercise, make a Capital Contribution to the Partnership in an amount equal to the exercise price paid to NEE Partners by such exercising party in connection with the exercise of such unit option. (ii) Notwithstanding the amount of the Capital Contribution actually made pursuant to Section 5.6(a)(i), NEE Partners shall be deemed to have contributed to the Partnership as a Capital Contribution an amount equal to the Market Value of a NEE Partners Common Unit as of the date of exercise multiplied by the number of NEE Partners Common Units then being issued in connection with the exercise of such unit option. In exchange for such Capital Contribution, the Partnership shall issue a number of Common Units to NEE Partners equal to the number of NEE Partners Common Units issued in connection with the exercise of such unit option. (b) If at any time or from time to time, in connection with any Unit Option Plan, an option to purchase NEE Partners Common Units granted to a Partnership Employee is duly exercised: (i) NEE Partners shall sell to the Partnership, and the Partnership shall purchase from NEE Partners, the number of NEE Partners Common Units as to which such unit option is being exercised. The purchase price per NEE Partners Common Unit for such sale of NEE Partners Common Units to the Partnership shall be the Market Value of a NEE Partners Common Unit as of the date of exercise of such unit option. (ii) The Partnership shall sell to the Optionee (or if the Optionee is an employee of a Group Member other than the Partnership, the Partnership shall sell to such Group Member, which in turn shall sell to the Optionee), for a cash price per share equal to the Market Value of a NEE Partners Common Unit at the time of the exercise, the number of NEE Partners Common Units equal to (a) the exercise price paid to NEE Partners by the exercising party 927933.17-WILSR01A - MSW in connection with the exercise of such unit option divided by (b) the Market Value of a NEE Partners Common Unit at the time of such exercise. (iii) The Partnership shall transfer to the Optionee (or if the Optionee is an employee of another Group Member, the Partnership shall transfer to such Group Member, which in turn shall transfer to the Optionee) at no additional cost, as additional compensation, the number of NEE Partners Common Units equal to the number of NEE Partners Common Units described in Section 5.6(b)(i) less the number of NEE Partners Common Units described in Section 5.6(b)(ii) hereof. (iv) NEE Partners shall, as soon as practicable after such exercise, make a Capital Contribution to the Partnership of an amount equal to all proceeds received (from whatever source, but excluding any payment in respect of payroll taxes or other withholdings) by NEE Partners in connection with the exercise of such unit option. In exchange for such Capital Contribution, the Partnership shall issue a number of Common Units to NEE Partners equal to the number of NEE Partners Common Units issued in connection with the exercise of such unit option.

Unit Option Plans. (a) If at any time or from time to time, in connection with any Unit Option Plan, an option to purchase NEE Partners Common Units Class A Shares granted to a Person other than a Partnership Company Employee is duly exercised: (i) NEE PartnersThe Managing Member, shall, as soon as practicable after such exercise, make a Capital Contribution to the Partnership Company in an amount equal to the exercise price paid to NEE Partners the Managing Member by such exercising party in connection with the exercise of such unit option. (ii) Notwithstanding the amount of the Capital Contribution actually made pursuant to Section 5.6(a)(i5.13(a)(i), NEE Partners the Managing Member shall be deemed to have contributed to the Partnership Managing Member as a Capital Contribution an amount equal to the Current Market Value Price of a NEE Partners Common Unit Class A Share as of the date of exercise multiplied by the number of NEE Partners Common Units Class A Shares then being issued in connection with the exercise of such unit option. In exchange for such Capital Contribution, the Partnership Company shall issue a number of Common Units to NEE Partners the Managing Member equal to the number of NEE Partners Common Units Class A Shares issued in connection with the exercise of such unit option. (b) If at any time or from time to time, in connection with any Unit Option Plan, an option to purchase NEE Partners Common Units Class A Shares granted to a Partnership Company Employee is duly exercised: (i) NEE Partners The Managing Member shall sell to the PartnershipCompany, and the Partnership Company shall purchase from NEE Partnersthe Managing Member, the number of NEE Partners Common Units Class A Shares as to which such unit option is being exercised. The purchase price per NEE Partners Common Unit Class A Share for such sale of NEE Partners Common Units Class A Shares to the Partnership Company shall be the Current Market Value Price of a NEE Partners Common Unit Class A Share as of the date of exercise of such unit option. (ii) The Partnership Company shall sell to the Optionee (or if the Optionee is an employee of a Group Member other than the PartnershipCompany, the Partnership Company shall sell to such Group Member, which in turn shall sell to the Optionee), for a cash price per share equal to the Current Market Value Price of a NEE Partners Common Unit Class A Share at the time of the exercise, the number of NEE Partners Common Units Class A Shares equal to (a) the exercise price paid to NEE Partners the Managing Member by the exercising party in connection with the exercise of such unit option divided by (b) the Current Market Value Price of a NEE Partners Common Unit Class A Share at the time of such exercise. (iii) The Partnership Company shall transfer to the Optionee (or if the Optionee is an employee of another Group Member, the Partnership Company shall transfer to such Group Member, which in turn shall transfer to the Optionee) at no additional cost, as additional compensation, the number of NEE Partners Common Units Class A Shares equal to the number of NEE Partners Common Units Class A Shares described in Section 5.6(b)(i5.13(b)(i) less the number of NEE Partners Common Units Class A Shares described in Section 5.6(b)(ii5.13(b)(ii) hereof. (iv) NEE Partners The Managing Member shall, as soon as practicable after such exercise, make a Capital Contribution to the Partnership Company of an amount equal to all proceeds received (from whatever source, but excluding any payment in respect of payroll taxes or other withholdings) by NEE Partners the Managing Member in connection with the exercise of such unit option. In exchange for such Capital Contribution, the Partnership Company shall issue a number of Common Units to NEE Partners the Managing Member equal to the number of NEE Partners Common Units Class A Shares issued in connection with the exercise of such unit option. (c) Restricted Units Granted to Company Employees. If at any time or from time to time, in connection with any Equity Plan (other than a Unit Option Plan), any Class A Shares are issued to a Company Employee (including any Class A Shares that are subject to forfeiture in the event such Company Employee terminates his employment by the Company or another Group Member) in consideration for services performed for the Company or such other Group Member: (i) The Managing Member shall issue such number of Class A Shares as are to be issued to the Company Employee in accordance with the Equity Plan; (ii) The following events will be deemed to have occurred: (a) the Managing Member shall be deemed to have sold such Class A Shares to the Company (or if the Company Employee is an employee or other service provider of another Group Member, to such Group Member) for a purchase price equal to the Current Market Price of such Class A Shares, (b) the Company (or such Group Member) shall be deemed to have delivered the Class A Shares to the Company Employee, (c) the Managing Member shall be deemed to have contributed the purchase price to the Company as a Capital Contribution, and (d) in the case where the Company Employee is an employee of another Group Member, the Company shall be deemed to have contributed such amount to the capital of such Group Member; and (iii) The Company shall issue to the Managing Member a number of Common Units equal to the number of newly issued Class A Shares in consideration for a deemed Capital Contribution in an amount equal to (x) the number of newly issued Common Units, multiplied by the Current Market Price of a Class A Share at such time. (d) Restricted Units Granted to Persons other than Company Employees. If at any time or from time to time, in connection with any Equity Plan (other than a Unit Option Plan), any Class A Shares are issued to a Person other than a Company Employee in consideration for services performed for Managing Member, the General Partner or a Group Member: (i) The Managing Member shall issue such number of Class A Shares as are to be issued to such Person in accordance with the Equity Plan; and (ii) The Managing Member shall be deemed to have contributed the Current Market Price of such Class A Shares to the Company as a Capital Contribution, and the Company shall issue to the Managing Member a number of newly issued Common Units equal to the number of newly issued Class A Shares divided. (e) Nothing in this Agreement shall be construed or applied to preclude or restrain the Managing Member or the General Partner from adopting, modifying or terminating stock incentive plans for the benefit of employees, directors or other business associates of the Managing Member, the Company or the General Partner or any of their Affiliates. The Members acknowledge and agree that, in the event that any such plan is adopted, modified or terminated by the Managing Member or the General Partner, amendments to this Section 5.13 may become necessary or advisable and that any approval or consent to any such amendments requested by the Managing Member shall be deemed granted. (f) The Company is expressly authorized to issue Common Units in the numbers specified in this Section 5.13 without any further act, approval or vote of any Member or any other Persons.