Exhibit

NEXTERA ENERGY OPERATING PARTNERS, LP

NEXTERA ENERGY US PARTNERS HOLDINGS, LLC

700 Universe Boulevard

Juno Beach, Florida 33408

REQUEST FOR EXTENSION

Dated as of December 10, 2019

Bank of America, N.A.

as Administrative Agent and Collateral

Agent

Bank of America Corporate Center

NC1-007-17-18

100 North Tryon Street

Charlotte, North Carolina 28255

Attention: Jerry Wells

Re:

Revolving Credit Agreement, dated as of July 1, 2014, among NextEra Energy US Partners Holdings, LLC (“US Holdings”) and NextEra Energy Canada Partners Holdings, ULC (“Canadian Holdings”), as Borrowers, NextEra Energy Operating Partners, LP, as Guarantor (“OpCo” and, together with US Holdings as the sole remaining Borrower, the “Loan Parties”), the lenders parties thereto, Bank of America, N.A., as Administrative Agent and as Collateral Agent, and Bank of America, N.A. (Canada Branch), as Canadian Agent (as amended, extended and otherwise modified prior to the date hereof,, the “Credit Agreement”).

Ladies and Gentlemen:

This request for extension (the “Extension Request”) is made pursuant to Section 2.11(a) of the referenced 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.


(a)	Pursuant to the provisions of Section 2.11(a) of the Credit Agreement, each of the Loan Parties hereby requests that each Lender extend its respective Commitment Termination Date to February 8, 2025.


(b)	The Loan Parties, Agent and the Lenders hereby acknowledge and agree that, for the purposes of this particular request for extension only, the Consent Date shall be January 17, 2020, and this Extension Request shall constitute Notice provided to Agent in accordance with Section 2.11(a) of the Credit Agreement.

Each Lender so indicating on its signature page to this Extension Request (an “Extending Lender”) agrees to extend the Commitment Termination Date with respect to its Commitment to February 8, 2025 or to such other date specified on its

signature page to this Extension Request. By execution of this Extension Request, each Extending Lender agrees to waive the requirements of Section 2.11(a) solely to the extent that such Section requires notices to be received and delivered within specified times. This agreement to extend the Commitment Termination Date is subject in all respects to the terms of the Credit Agreement and is irrevocable.

(c)

Notwithstanding any provision hereof, of the Credit Agreement or any other Loan Document to the contrary, any Lender that is presently a party to the Credit Agreement or, subsequent to the date hereof, becomes a Lender under the Credit Agreement by virtue of an assignment from another Lender, may, by written notice to Agent elect to extend the Commitment Termination Date with respect to its Commitment to a February 8^th later than such current Commitment Termination Date, but not later than February 8, 2025. In such event, Agent shall be authorized and directed to make the necessary updates to the Register.

The Loan Parties, Agent and the Lenders hereby acknowledge and agree that, except as expressly set forth in this Extension Request, all terms of the Credit Agreement shall remain unmodified and shall continue in full force and effect from and as of the date hereof. The execution, delivery and effectiveness of this Extension Request shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or Agent under any of the Loan Documents, nor, except as expressly provided herein, constitute a waiver or amendment of any provision of any of the Loan Documents.

This Extension Request shall become effective as of February 8, 2020 (provided that each of the Loan Parties, Agent and Lenders having Commitments equal to more than 50% of the Commitments outstanding immediately prior to such date have executed and delivered this Extension Request on or prior to such date). On and after the effectiveness of this Extension Request, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as supplemented by this Extension Request. This Extension Request shall be deemed to constitute a Loan Document.

This Extension Request may be executed in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Extension Request by emailed pdf file or other electronic means shall be effective as delivery of a manually-executed counterpart signature page.

This Extension Request shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to the principles of conflicts of laws thereunder (other than § 5-1401 of the New York General Obligations Law).

[Signatures appear on following pages]

By signing this Extension Request where indicated below, each of the Loan Parties, the Lenders and Agent is confirming its acceptance of the terms of this Extension Request to the Credit Agreement as set forth above.

NEXTERA ENERGY OPERATING PARTNERS, LP, as Guarantor

By: NEXTERA ENERGY OEPRATING PARTNERS GP, LLC, its General Partner

By: PAUL I. CUTLER

Name: Paul I. Cutler

Title: Treasurer

NEXTERA ENERGY US PARTNERS HOLDINGS, LLC, as Borrower

By: PAUL I. CUTLER

Name: Paul I. Cutler

Title: Treasurer

BANK OF AMERICA, N.A., as the Agent

By: RONALDO NAVAL

Name: Ronaldo Naval

Title: Vice President

BANK OF AMERICA, N.A. (CANADA BRANCH), as the Canadian Agent

By: SYLWIA DURKIEWICZ

Name: Sylwia Durkiewicz

Title: Vice President

Consent to extend the Maturity Date:

Banco Santander, S.A., New York Branch

By: XAVI RUIZ SENA

Name: Xavi Ruiz Sena

Title: Managing Director

By: RITA WALZ-CUCCIOLI

Name: Rita Walz-Cuccioli

Title: Executive Director

Consent to extend the Maturity Date:

Bank of America, N.A.

By: MAGGIE HALLELAND

Name: Maggie Halleland

Title: Vice President

Consent to extend the Maturity Date:

BANK OF AMERICA, N.A. (CANADA BRANCH)

By: SYLWIA DURKIEWICZ

Name: Sylwia Durkiewicz

Title: Vice President

Consent to extend the Maturity Date:

BANK OF MONTREAL, CHICAGO BRANCH

By: RAHUL D. SHAH

Name: Rahul D. Shah

Title: Managing Director

Consent to extend the Maturity Date:

The Bank of Nova Scotia

By: DAVID DEWAR

Name: David Dewar

Title: Director

Consent to extend the Maturity Date:

BARCLAYS BANK PLC

By: SYDNEY G. DENNIS

Name: Sydney G. Dennis

Title: Director

Consent to extend the Maturity Date:

BNP PARIBAS

By: DENIS O'MEARA

Name: Denis O’Meara

Title: Managing Director

By: THEODORE SHEEN

Name: Theodore Sheen

Title: Director

Consent to extend the Maturity Date:

Canadian Imperial Bank of Commerce, New York Branch

By: ANJU ABRAHAM

Name: Anju Abraham

Title: Authorized Signatory

By: ANDREW R. CAMPBELL

Name: Andrew R. Campbell

Title: Authorized Signatory

Consent to extend the Maturity Date:

CITIBANK, N.A.

By: RICHARD RIVERA

Name: Richard Rivera

Title: Vice President

Consent to extend the Maturity Date:

COMMERZBANK AG, NEW YORK BRANCH

By: JAMES BOYLE

Name: James Boyle

Title: Director

By: KAREEM HARTL

Name: Kareem Hartl

Title: Vice President

Consent to extend the Maturity Date:

CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK

By: DARRELL STANLEY

Name: Darrell Stanley

Title: Managing Director

By: MICHAEL WILLIS

Name: Michael Willis

Title: Managing Director

Consent to extend the Maturity Date:

CREDIT SUISSE AG, NEW YORK BRANCH

By: DOREEN BARR

Name: Doreen Barr

Title: Authorized Signatory

By: BRADY BINGHAM

Name: Brady Bingham

Title: Authorized Signatory

Consent to extend the Maturity Date:

DEUTSCHE BANK AG NEW YORK BRANCH

By: MING K. CHU

Name: Ming K. Chu

Title: Director

By: MARKO LUKIN

Name: Marko Lukin

Title: Vice President

Consent to extend the Maturity Date:

DNB Capital LLC

By: EINAR GULSTAD

Name: Einar Gulstad

Title: Senior Vice President

By: ANDREA OZBOLT

Name: Andrea Ozbolt

Title: First Vice President

Consent to extend the Maturity Date:

Fifth Third Bank, National Association

By: WILLIAM MERRITT

Name: William Merritt

Title: Director II

Consent to extend the Maturity Date:

GOLDMAN SACHS BANK USA

By: RYAN DURKIN

Name: Ryan Durkin

Title: Authorized Signatory

Consent to extend the Maturity Date:

JPMorgan Chase Bank N.A.

By: BRIDGET KILLACKEY

Name: Bridget Killackey

Title: Executive Director

Consent to extend the Maturity Date:

KEYBANK NATIONAL ASSOCIATION

By: SUKANYA V. RAJ

Name: Sukanya V. Raj

Title: Senior Vice President

Consent to extend the Maturity Date:

Mizuho Bank, Ltd.

By: EDWARD SACKS

Name: Edward Sacks

Title: Authorized Signatory

Consent to extend the Maturity Date:

MORGAN STANLEY BANK, N.A.

By: ALYSHA SALINGER

Name: Alysha Salinger

Title: Authorized Signatory

Consent to extend the Maturity Date:

MUFG Union Bank, N.A.

By: NICHOLAS R. BATTISTA

Name: Nicholas R. Battista

Title: Managing Director

Consent to extend the Maturity Date:

Regions Bank

By: JERRY WELLS

Name: Jerry Wells

Title: Director

Consent to extend the Maturity Date:

Royal Bank of Canada

By: FRANK LAMBRINOS

Name: Frank Lambrinos

Title: Authorized Signatory

Consent to extend the Maturity Date:

Sumitomo Mitsui Banking Corporation

By: MICHAEL MAGUIRE

Name: Michael Maguire

Title: Managing Director

Consent to extend the Maturity Date:

TRUIST BANK, as successor by merger to SunTrust Bank,

By: BRYAN KUNITAKE

Name: Bryan Kunitake

Title: Director

Consent to extend the Maturity Date:

THE TORONTO-DOMINION BANK, NEW YORK BRANCH

By: BRIAN MACFARLANE

Name: Brian MacFarlane

Title: Authorized Signatory

Consent to extend the Maturity Date:

Wells Fargo Bank, N.A.

By: BOBBY AUSMAN

Name: Bobby Ausman

Title: Director