INDEMNITY AGREEMENTIndemnity Agreement • June 12th, 2014 • NextEra Energy Partners, LP • Electric services • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2014, by and between NEXTERA ENERGY PARTNERS GP, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).
INDEMNITY AGREEMENTIndemnification Agreement • February 20th, 2015 • NextEra Energy Partners, LP • Electric services • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2014, by and between NEXTERA ENERGY PARTNERS GP, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENT NEXTERA ENERGY PARTNERS, LP Registration Rights AgreementRegistration Rights Agreement • November 13th, 2023 • Nextera Energy Partners, Lp • Electric services • New York
NextEra Energy Partners, LP, a Delaware limited partnership (the “Company”), proposes to issue and sell to certain purchasers (the “Initial Purchasers”), for whom Citigroup Global Markets Inc. is acting as representative (the “Representative”), its 2.50% Convertible Senior Notes due 2026 (the “Notes”), upon the terms set forth in the Purchase Agreement by and among the Company, NextEra Energy Operating Partners, LP, a Delaware limited partnership, as guarantor (the “Guarantor”), and the Representative, dated December 7, 2022 (the “Purchase Agreement”), relating to the initial placement (the “Initial Placement”) of the Notes. Upon a conversion of Notes at the option of the holder thereof, the Company will be required to pay cash up to the aggregate principal amount of the Notes to be converted and cash, common units of the Company (the “Company Common Units”) or a combination of cash and Company Common Units, at the Company’s election, in respect of the remainder, if any, of the convers
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEXTERA ENERGY PARTNERS, LP A Delaware Limited Partnership Dated as ofLimited Partnership Agreement • July 8th, 2014 • NextEra Energy Partners, LP • Electric services • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEXTERA ENERGY PARTNERS, LP, dated as of July 1, 2014, is entered into by and between NextEra Energy Partners GP, Inc., a Delaware corporation, as the General Partner, and NextEra Energy Equity Partners, LP, a Delaware limited partnership, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEXTERA ENERGY OPERATING PARTNERS, LPLimited Partnership Agreement • July 8th, 2014 • NextEra Energy Partners, LP • Electric services • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEXTERA ENERGY OPERATING PARTNERS, LP dated as of July 1, 2014, is entered into by and between NextEra Energy Operating Partners GP, LLC, a Delaware limited liability company, as the General Partner, NextEra Energy Equity Partners, LP, a Delaware limited partnership, and NextEra Energy Partners, LP, a Delaware limited partnership, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEXTERA ENERGY OPERATING PARTNERS, LP A Delaware Limited Partnership Dated as ofLimited Partnership Agreement • June 19th, 2014 • NextEra Energy Partners, LP • Electric services • Delaware
FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEXTERA ENERGY PARTNERS, LPLimited Partnership Agreement • November 18th, 2019 • NextEra Energy Partners, LP • Electric services • Delaware
This FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEXTERA ENERGY PARTNERS, LP, dated as of November 12, 2019, is entered into by and between NextEra Energy Partners GP, Inc., a Delaware corporation, as the General Partner, and NextEra Energy Equity Partners, LP, a Delaware limited partnership, together with any other Persons who are or become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NEP RENEWABLES IV, LLC A Delaware Limited Liability Company December 15, 2022Limited Liability Company Agreement • December 21st, 2022 • Nextera Energy Partners, Lp • Electric services • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as may be amended, supplemented, restated, or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”) of NEP Renewables IV, LLC, a Delaware limited liability company (the “Company”), dated as of December 15, 2022 (the “Effective Date”), is adopted, executed, and agreed to by (i) NEP Renewables Holdings IV, LLC, a Delaware limited liability company, in its capacities as the Managing Member and as a Class A Member and as a Class B Member (“NEP Member”), (ii) OTPP Beach Borrower, LLC, a Delaware limited liability company, in its capacities as a Class B Member and, from and after the Initial Closing, as the Class B Member Representative hereunder (“Initial Investor”), in each case, effective upon the Initial Closing, (iii) each other Person that may be admitted as a Member from and after the Initial Closing, pursuant to and in accordance with the terms of this Agreement, and (iv) NextEra Ener
RESTRICTED UNIT AWARD AGREEMENT under the NEXTERA ENERGY PARTNERS, LP 2024 LONG TERM INCENTIVE PLANRestricted Unit Award Agreement • April 23rd, 2024 • Nextera Energy Partners, Lp • Electric services • Florida
This Restricted Unit Award Agreement (“Agreement”), between NextEra Energy Partners, LP (hereinafter called the “Company”) and #ParticipantName+C# (hereinafter called the “Grantee”) is dated #GrantDate#. All capitalized terms used in this Agreement which are not defined herein shall have the meanings ascribed to such terms in the NextEra Energy Partners, LP 2024 Long Term Incentive Plan, as amended from time to time (the “Plan”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 22nd, 2020 • NextEra Energy Partners, LP • Electric services • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made as of August 4, 2017, by and between NextEra Energy Partners, LP, a Delaware limited partnership (the "Partnership"), and NextEra Energy, Inc., a Florida corporation, ("NextEra"). Except as otherwise specified herein, all capitalized terms in this Agreement are defined in Section I.
NEXTERA ENERGY MANAGEMENT PARTNERS, LP as Manager SECOND AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • August 7th, 2017 • NextEra Energy Partners, LP • Electric services • New York
THIS SECOND AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENT (this “Agreement”) is made as of August 4, 2017, by and among NextEra Energy Partners, LP, a Delaware limited partnership (“NEE Partners”), NextEra Energy Operating Partners GP, LLC, a Delaware limited liability company (“NEE Operating GP”), NextEra Energy Operating Partners, LP, a Delaware limited partnership (“NEE Operating LP” and, together with NEE Partners and NEE Operating GP, the “NEP Parties”), and NextEra Energy Management Partners, LP, a Delaware limited partnership (the “Manager”).
NEXTERA ENERGY US PARTNERS HOLDINGS, LLC (as Borrower) NEXTERA ENERGY OPERATING PARTNERS, LP (as Guarantor) SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT DATED AS OF MAY 27, 2022 up to US$2,500,000,000 Five-Year Revolving Credit and Letter of...Revolving Credit Agreement • June 2nd, 2022 • Nextera Energy Partners, Lp • Electric services
GUARANTEE AGREEMENT Between NextEra Energy Partners, LP (as Guarantor) and The Bank of New York Mellon (as Guarantee Trustee) dated as of September 25, 2017Guarantee Agreement • September 25th, 2017 • NextEra Energy Partners, LP • Electric services • New York
This GUARANTEE AGREEMENT ("Guarantee Agreement"), dated as of September 25, 2017, is executed and delivered by NextEra Energy Partners, LP, a Delaware limited partnership (the "Guarantor"), and The Bank of New York Mellon, a New York banking corporation, as trustee (the "Guarantee Trustee"), for the benefit of the Holders (as defined herein) from time to time of the Guaranteed Securities (as defined herein) of NextEra Energy Operating Partners, LP, a Delaware limited partnership (the "Issuer");
NEXTERA ENERGY PARTNERS, LP (a Delaware limited partnership) 10,402,000 Common Units UNDERWRITING AGREEMENTUnderwriting Agreement • September 14th, 2016 • NextEra Energy Partners, LP • Electric services • New York
NextEra Energy Partners, LP, a Delaware limited partnership (the “Partnership”), confirms its agreement with the entity or several entities named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom the entity or several entities named in Schedule A hereto are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Partnership and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of common units representing limited partner interests in the Partnership (“Common Units”) set forth in Schedule A hereto and (ii) the grant by the Partnership to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 1,560,300 additional Common Units. The aforesaid 10,402,000 Common Units (the “Initial Units”) to be purchased by
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • July 8th, 2014 • NextEra Energy Partners, LP • Electric services • Delaware
THIS RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) is made and entered into as of the 1st day of July, 2014, by and among NEXTERA ENERGY PARTNERS, LP, a Delaware limited partnership (“NEE Partners”), NEXTERA ENERGY OPERATING PARTNERS, LP, a Delaware limited partnership (“NEE Operating LP”), and NEXTERA ENERGY RESOURCES, LLC, a Delaware limited liability company (“NEER”), each a “Party” and, collectively, the “Parties.” This Agreement shall become effective immediately prior to the consummation of the initial public offering of NEE Partners’ common units on the date first above written (the “Effective Time”).
FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEXTERA ENERGY OPERATING PARTNERS, LP A Delaware Limited Partnership Dated as of December 27, 2023Limited Partnership Agreement • December 29th, 2023 • Nextera Energy Partners, Lp • Electric services
This FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEXTERA ENERGY OPERATING PARTNERS, LP dated as of December 27, 2023 (the “Effective Date”), is entered into by and between NextEra Energy Operating Partners GP, LLC, a Delaware limited liability company, as the General Partner, NextEra Energy Equity Partners, LP, a Delaware limited partnership, and NextEra Energy Partners, LP, a Delaware limited partnership, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
NEXTERA ENERGY PARTNERS, LP, AS ISSUER NEXTERA ENERGY OPERATING PARTNERS, LP, AS GUARANTOR 0% CONVERTIBLE SENIOR NOTES DUE 2024 INDENTURE DATED AS OF JUNE 17, 2021 THE BANK OF NEW YORK MELLON, AS TRUSTEEIndenture • June 21st, 2021 • Nextera Energy Partners, Lp • Electric services • New York
Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Rules of Construction; Definitions 1 Section 1.02 Other Definitions 10 Section 1.03 Form of Documents Delivered to Trustee 11 Section 1.04 Acts of Holders 11 Section 1.05 Notices, Etc 12 Section 1.06 Notice to Holders; Waiver 13 Section 1.07 Effect of Headings and Table of Contents 14 Section 1.08 Successors and Assign 14 Section 1.09 Separability Clause 14 Section 1.10 Benefits of Indenture 14 Section 1.11 Waiver of Jury Trial 14 Section 1.12 Governing Law 14 Section 1.13 Legal Holidays 14 Section 1.14 Foreign Account Tax Compliance Act (FATCA) 15
AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT by and between NEP US SELLCO, LLC as Seller, and NEXTERA ENERGY PARTNERS ACQUISITIONS, LLC as PurchaserPurchase and Sale Agreement • October 27th, 2017 • NextEra Energy Partners, LP • Electric services • New York
This AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT, dated as of February 22, 2016 (the “Amendment and Restatement Effective Date”), by and between NEP US SELLCO, LLC, a Delaware limited liability company (“Seller”), and NEXTERA ENERGY PARTNERS ACQUISITIONS, LLC, a Delaware limited liability company (“Purchaser”).
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among NEXTERA ENERGY PARTNERS PIPELINES, LLC, NEXTERA ENERGY PARTNERS, LP, NEXTERA ENERGY PARTNERS PIPELINES HOLDINGS, LLC, and GEPIF III MEADE INVESTCO, L.P. September 29, 2019Membership Interest Purchase Agreement • October 3rd, 2019 • NextEra Energy Partners, LP • Electric services • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of NextEra Energy Partners Pipelines, LLC, a Delaware limited liability company (the “Company”), dated as of [•], 2019 (the “Effective Date”), is adopted, executed, and agreed to by GEPIF III Meade Investco, L.P., a Delaware limited partnership, in its capacities as the initial Class B Member and as the Class B Member Representative hereunder (the “GEPIF Investor”), NextEra Energy Partners Pipelines Holdings, LLC, a Delaware limited liability company (“NEP Member”), each Person that may be admitted as a Member pursuant to the terms of this Agreement, and NextEra Energy Partners, LP, a Delaware limited partnership (“NEP”), solely to the extent of its obligations pursuant to Section 4.04(b), Section 4.04(c), Section 6.09, Section 7.02, Section 7.03, Section 7.04, and Section 7.05.
ContractPurchase Agreement • July 8th, 2014 • NextEra Energy Partners, LP • Electric services • New York
This PURCHASE Agreement (this “Agreement”), dated as of July 1, 2014, is by and between NextEra Energy Equity Partners, LP, a Delaware limited partnership (the “NEE Equity”), and NextEra Energy Partners, LP, a Delaware limited partnership (the “NEE Partners”).
AMENDED AND RESTATED CASH SWEEP AND CREDIT SUPPORT AGREEMENTCash Sweep and Credit Support Agreement • October 27th, 2017 • NextEra Energy Partners, LP • Electric services • New York
THIS AMENDED AND RESTATED CASH SWEEP AND CREDIT SUPPORT AGREEMENT (this “Agreement”) is made as of August 4, 2017, by and between NextEra Energy Operating Partners, LP, a Delaware limited partnership (“NEE Operating LP”), and NextEra Energy Resources, LLC, a Delaware limited liability company (“NEER”).
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among NEP RENEWABLES III, LLC NEP RENEWABLES HOLDINGS III, LLC, NEXTERA ENERGY PARTNERS, LP and THE CLASS B PURCHASERS PARTY HERETO OCTOBER 21, 2021Membership Interest Purchase Agreement • October 25th, 2021 • Nextera Energy Partners, Lp • Electric services • Delaware
This Membership Interest Purchase Agreement (this “Agreement”), dated as of October 21, 2021 (the “Execution Date”), is entered into by and among NEP Renewables III, LLC, a Delaware limited liability company (the “Company”), NEP Renewables Holdings III, LLC, a Delaware limited liability company (the “Class A Purchaser”), the Class B Purchasers set forth in Schedule A hereto, including Apollo CIF CEPF Intermediate, LLC, a Delaware limited liability company, as a Class B Purchaser and as the Class B Purchaser Representative (in such capacity, the “Class B Purchaser Representative”), and NextEra Energy Partners, LP, a Delaware limited partnership (“NEP”), solely to the extent of the NEP Obligations set forth herein.
NEXTERA ENERGY PARTNERS, LP, NEXTERA ENERGY OPERATING PARTNERS GP, LLC and NEXTERA ENERGY OPERATING PARTNERS, LP and NEXTERA ENERGY MANAGEMENT PARTNERS, LP as Manager FOURTH AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • May 12th, 2023 • Nextera Energy Partners, Lp • Electric services • New York
FIRST AMENDMENT TO GUARANTEE AGREEMENTGuarantee Agreement • June 28th, 2019 • NextEra Energy Partners, LP • Electric services • New York
This First Amendment to Guarantee Agreement (“Amendment”) is made and entered into as of June 27, 2019 by and among NextEra Energy Partners, LP, a Delaware limited partnership (the “Guarantor”), and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders from time to time of the Guaranteed Securities of NextEra Energy Operating Partners, LP, a Delaware limited partnership (the “Issuer”).
THIRD AMENDED AND RESTATED NEE PARTNERS GUARANTYGuaranty • February 21st, 2024 • Nextera Energy Partners, Lp • Electric services • New York
THIS THIRD AMENDED AND RESTATED GUARANTY, dated as of January 18, 2024 (as the same may be modified or amended from time to time, this “Guaranty”), is made by NEXTERA ENERGY PARTNERS, LP, a Delaware limited partnership (the “Guarantor”), in favor of BANK OF AMERICA, N.A., as Collateral Agent for the Secured Parties under the Second Amended and Restated Credit Agreement defined below (in such capacity, the “Guaranteed Party”).
AMENDMENT NO. 1 to SERIES A PREFERRED UNIT PURCHASE AGREEMENTSeries a Preferred Unit Purchase Agreement • October 27th, 2017 • NextEra Energy Partners, LP • Electric services
This AMENDMENT NO. 1, dated as of June 28, 2017 (this “Amendment”), to the SERIES A PREFERRED UNIT PURCHASE AGREEMENT, dated as of June 20, 2017 (the “Agreement”), is entered into by and among NEXTERA ENERGY PARTNERS, LP, a Delaware limited partnership (the “Partnership”), and the purchasers set forth in the signature pages hereto (the “Purchasers”). Unless otherwise defined, capitalized terms used in this Amendment shall have the meanings ascribed them in the Agreement.
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • September 16th, 2015 • NextEra Energy Partners, LP • Electric services • New York
This Equity Purchase Agreement, dated as of September 10, 2015 (this “Agreement”), is by and between NextEra Energy Operating Partners, LP, a Delaware limited partnership (the “Partnership”), and NextEra Energy Equity Partners, LP, a Delaware limited partnership (the “Purchaser”).
NEXTERA ENERGY PARTNERS, LP Common Units Representing Limited Partner Interests DISTRIBUTION AGENCY AGREEMENTDistribution Agency Agreement • April 26th, 2022 • Nextera Energy Partners, Lp • Electric services • New York
SECOND AMENDMENT TO GUARANTEE AGREEMENTGuarantee Agreement • December 18th, 2023 • Nextera Energy Partners, Lp • Electric services
This Second Amendment to Guarantee Agreement (“Amendment”) is made and entered into as of December 15, 2023 by and among NextEra Energy Partners, LP, a Delaware limited partnership (the “Guarantor”), and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders from time to time of the Guaranteed Securities of NextEra Energy Operating Partners, LP, a Delaware limited partnership (the “Issuer”).
PURCHASE AND SALE AGREEMENT by and between Palo Duro Wind Holdings SellCo, LLC as Seller, and Palo Duro Wind Portfolio, LLC as PurchaserPurchase and Sale Agreement • February 20th, 2015 • NextEra Energy Partners, LP • Electric services • New York
This PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of October 30, 2014 (the “Effective Date”), by and between Palo Duro Wind Holdings SellCo, LLC, a Delaware limited liability company (“Seller”), and Palo Duro Wind Portfolio, LLC, a Delaware limited liability company (“Purchaser”).
NEXTERA ENERGY OPERATING PARTNERS, LP NEXTERA ENERGY US PARTNERS HOLDINGS, LLCRequest for Extension • February 21st, 2024 • Nextera Energy Partners, Lp • Electric services • New York
This request for extension (this “Extension Request”) is made pursuant to Section 2.11(a) of the Credit Agreement. Any capitalized terms appearing but not otherwise defined in this Extension Request shall have the meanings specified for those terms in the Credit Agreement.
NEXTERA ENERGY PARTNERS, LP AND THE CLASS B PURCHASERS NAMED ON SCHEDULE A HERETO REGISTRATION RIGHTS AGREEMENT Dated as of December 21, 2018Registration Rights Agreement • November 18th, 2021 • Nextera Energy Partners, Lp • Electric services • Delaware
This REGISTRATION RIGHTS AGREEMENT, dated as of December 21, 2018 (this “Agreement”), is entered into by and among NEXTERA ENERGY PARTNERS, LP, a Delaware limited partnership (the “Partnership”), Global Energy & Power Infrastructure II Advisors, L.L.C., a Delaware limited liability company (“GEPIF”), and the other Persons named on Schedule A hereto (GEPIF and each other such Person, a “Class B Purchaser” and, collectively, the “Class B Purchasers”).
ContractEquity Purchase Agreement • June 12th, 2014 • NextEra Energy Partners, LP • Electric services • New York
This EQUITY PURCHASE AGREEMENT (this “Agreement”), dated as of , 2014, is by and between NextEra Energy Operating Partners, LP, a Delaware limited partnership (“NEE Operating LP”), and NextEra Energy Partners, LP, a Delaware limited partnership (“NEE Partners”).
AMENDMENT to AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT (2018 PROJECTS ANNEX)Purchase and Sale Agreement • September 5th, 2018 • NextEra Energy Partners, LP • Electric services • New York
This AMENDMENT to AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT, dated as of August 31, 2018 (the “Amendment”), is made and entered into by and among ESI ENERGY, LLC, a Delaware limited liability company (“ESI”), NEP US SELLCO, LLC, a Delaware limited liability company (“Sellco” or “Seller” and, solely for the purposes of Articles IV, IX, X and XII of the Agreement, the term “Seller” shall also include ESI), and NEXTERA ENERGY PARTNERS ACQUISITIONS, LLC, a Delaware limited liability company (“Purchaser”) (ESI, Sellco and Purchaser being sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties”). Capitalized terms not otherwise defined herein shall have the same meanings when used herein as in the Agreement.
AMENDMENT NO. 1Exchange Agreement • July 28th, 2016 • NextEra Energy Partners, LP • Electric services • New York
This AMENDMENT NO. 1 TO EXCHANGE AGREEMENT (this “Amendment”), is dated as of July 5, 2016, by an among NextEra Energy Partners, LP, a Delaware limited partnership (“NEE Partners”), NextEra Energy Partners GP, Inc., a Delaware corporation (“NEE Partners GP”), NextEra Energy Operating Partners, LP, a Delaware limited partnership (“NEE Operating LP”), and NextEra Energy Equity Partners, LP, a Delaware limited partnership (“NEE Equity”).
