Common use of Capital Contributions and Issuance of Partnership Interests Clause in Contracts

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Contributions by the General Partner and its Affiliates 40 Section 5.2 Contributions by Initial Limited Partners 41 Section 5.3 Interest and Withdrawal 41 Section 5.4 Capital Accounts 41 Section 5.5 Issuances of Additional Partnership Interests and Derivative Instruments 45 Section 5.6 Conversion of Subordinated Units 46 Section 5.7 Limited Preemptive Right 47 Section 5.8 Splits and Combinations 47 Section 5.9 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 Section 5.10 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 Section 5.11 Establishment of Series A Preferred Units 50 Section 5.12 Deemed Capital Contributions 63 ARTICLE VI

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Contributions by the General Partner and its Affiliates 40 Section 5.2 Contributions by the Initial Limited Partners 41 56 Section 5.2 Maintenance of General Partner’s Percentage Interest 56 Section 5.3 Contributions by Limited Partners 56 Section 5.4 Interest and Withdrawal 41 56 Section 5.4 5.5 Capital Accounts 41 56 Section 5.5 5.6 Issuances of Additional Partnership Interests and Derivative Instruments 45 Section 5.6 Conversion of Subordinated Units 46 61 Section 5.7 Limited Preemptive Right 47 62 Section 5.8 Splits and Combinations 47 62 Section 5.9 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 63 Section 5.10 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 63 Section 5.11 Establishment of Series A Class B Preferred Units 50 65 Section 5.12 Deemed Capital Contributions 63 ARTICLE VIEstablishment of Class C Preferred Units 73 Section 5.13 Establishment of Class D Preferred Units 82

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Contributions 41 Section 5.2 Contributions by the General Partner and its Affiliates 40 42 Section 5.2 5.3 Contributions by Initial Limited Partners 41 42 Section 5.3 5.4 Interest and Withdrawal 41 43 Section 5.4 5.5 Capital Accounts 41 43 Section 5.5 5.6 Issuances of Additional Partnership Interests and Derivative Instruments 45 46 Section 5.6 5.7 Conversion of Subordinated Units 46 47 Section 5.7 5.8 Limited Preemptive Right 47 Section 5.8 5.9 Splits and Combinations 47 48 Section 5.9 5.10 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 Section 5.10 5.11 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 Section 5.11 5.12 Establishment of Series A Preferred Convertible Class B Units 50 Section 5.12 Deemed Capital Contributions 63 5.13 Establishment of Subordinated Class C Units 54 Section 5.14 Transfers of Convertible Class B Units and Subordinated Class C Units 57 ARTICLE VI

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Contributions 30 Section 5.2 Contributions by the General Partner and its Affiliates 40 30 Section 5.2 5.3 Contributions by Initial Limited Partners 41 30 Section 5.3 5.4 Interest and Withdrawal 41 31 Section 5.4 5.5 Capital Accounts 41 31 TABLE OF CONTENTS Section 5.5 5.6 Issuances of Additional Partnership Interests and Derivative Instruments 45 33 Section 5.6 5.7 Conversion of Subordinated Units 46 34 Section 5.7 5.8 Limited Preemptive Right 47 34 Section 5.8 5.9 Splits and Combinations 47 34 Section 5.9 5.10 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 35 Section 5.10 5.11 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 35 Section 5.11 5.12 Establishment of Series A Preferred Convertible Class B Units 50 36 Section 5.12 Deemed Capital Contributions 63 ARTICLE VI5.13 Establishment of Subordinated Class C Units 38 Section 5.14 Transfers of Convertible Class B Units and Subordinated Class C Units. 41

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Contributions by the General Partner and its Affiliates the Initial Limited Partners 40 Section 5.2 Maintenance of General Partner’s Percentage Interest 40 Section 5.3 Contributions by Initial Limited Partners 41 40 Section 5.3 5.4 Interest and Withdrawal 41 40 Section 5.4 5.5 Capital Accounts 41 40 Section 5.5 5.6 Issuances of Additional Partnership Interests and Derivative Instruments 45 Section 5.6 Conversion of Subordinated Units 46 5.7 Reserved 45 Section 5.7 5.8 Limited Preemptive Right 47 46 Section 5.8 5.9 Splits and Combinations 47 46 Section 5.9 5.10 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 47 Section 5.10 5.11 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 47 Section 5.11 5.12 Establishment of Series Class A Preferred Units 50 Section 5.12 Deemed Capital Contributions 63 49 ARTICLE VIVI ALLOCATIONS AND DISTRIBUTIONS

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Contributions 41 Section 5.2 Contributions by the General Partner and its Affiliates 40 41 Section 5.2 5.3 Contributions by Initial Limited Partners 41 42 Section 5.3 5.4 Interest and Withdrawal 41 43 Section 5.4 5.5 Capital Accounts 41 43 Section 5.5 5.6 Issuances of Additional Partnership Interests and Derivative Instruments 45 46 Section 5.6 5.7 Conversion of Subordinated Units 46 47 Section 5.7 5.8 Limited Preemptive Right 47 Section 5.8 5.9 Splits and Combinations 47 Section 5.9 5.10 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 Section 5.10 5.11 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 Section 5.11 5.12 Establishment of Series A Preferred Convertible Class B Units 50 Section 5.12 Deemed Capital Contributions 63 ARTICLE VI5.13 Establishment of Subordinated Class C Units 54 Section 5.14 Transfers of Convertible Class B Units and Subordinated Class C Units. 57

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Contributions by the General Partner and its Affiliates 40 Section 5.2 Contributions by the Initial Limited Partners 41 55 Section 5.2 Maintenance of General Partner’s Percentage Interest 56 Section 5.3 Contributions by Limited Partners 56 Section 5.4 Interest and Withdrawal 41 56 Section 5.4 5.5 Capital Accounts 41 56 Section 5.5 5.6 Issuances of Additional Partnership Interests and Derivative Instruments 45 Section 5.6 Conversion of Subordinated Units 46 61 Section 5.7 Limited Preemptive Right 47 62 Section 5.8 Splits and Combinations 47 62 Section 5.9 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 63 Section 5.10 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 63 Section 5.11 Establishment of Series A Class B Preferred Units 50 65 Section 5.12 Deemed Capital Contributions 63 Establishment of Class C Preferred Units 73 Section 5.13 Establishment of Class D Preferred Units 82 ARTICLE VIVI ALLOCATIONS AND DISTRIBUTIONS

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Contributions by the General Partner and its Affiliates 40 Section 5.2 Contributions by the Initial Limited Partners 41 44 Section 5.2 Maintenance of General Partner’s Percentage Interest 45 Section 5.3 Contributions by Limited Partners 45 Section 5.4 Interest and Withdrawal 41 45 Section 5.4 5.5 Capital Accounts 41 45 Section 5.5 5.6 Issuances of Additional Partnership Interests and Derivative Instruments 45 Section 5.6 Conversion of Subordinated Units 46 49 Section 5.7 Reserved 50 Section 5.8 Limited Preemptive Right 47 50 Section 5.8 5.9 Splits and Combinations 47 50 Section 5.9 5.10 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 51 Section 5.10 5.11 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 51 Section 5.11 5.12 Establishment of Series Class A Preferred Units 50 53 Section 5.12 Deemed Capital Contributions 5.13 Establishment of Class B Preferred Units 63 ARTICLE VI

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Contributions 35 Section 5.2 Contributions by the General Partner and its Affiliates 40 35 Section 5.2 5.3 Contributions by Initial Limited Partners 41 36 Section 5.3 5.4 Interest and Withdrawal 41 36 Section 5.4 5.5 Capital Accounts 41 36 Section 5.5 5.6 Issuances of Additional Partnership Interests and Derivative Instruments 45 39 Section 5.6 5.7 Conversion of Subordinated Units 46 40 Section 5.7 5.8 Limited Preemptive Right 47 40 Section 5.8 5.9 Splits and Combinations 47 40 Section 5.9 5.10 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 41 Section 5.10 5.11 Issuance of Common Units in Connection with Reset Waiver of Incentive Distribution Rights 48 41 Section 5.11 5.12 Establishment of Series A Preferred Convertible Class B Units 50 41 Section 5.12 Deemed Capital Contributions 63 ARTICLE VI5.13 Establishment of Subordinated Class C Units 44 Section 5.14 Transfers of Convertible Class B Units and Subordinated Class C Units. 46

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Contributions by the General Partner and its Affiliates 40 Section 5.2 Contributions by the Initial Limited Partners 41 49 Section 5.2 Maintenance of General Partner’s Percentage Interest 49 Section 5.3 Contributions by Limited Partners 49 Section 5.4 Interest and Withdrawal 41 49 Section 5.4 5.5 Capital Accounts 41 49 Section 5.5 5.6 Issuances of Additional Partnership Interests and Derivative Instruments 45 Section 5.6 Conversion of Subordinated Units 46 54 Section 5.7 Reserved 55 Section 5.8 Limited Preemptive Right 47 55 Section 5.8 5.9 Splits and Combinations 47 55 Section 5.9 5.10 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 56 Section 5.10 5.11 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 56 Section 5.11 5.12 Establishment of Series Class A Preferred Units 50 58 Section 5.12 Deemed Capital Contributions 63 5.13 Establishment of Class B Preferred Units 68 Section 5.14 Establishment of Class C Preferred Units 77 ARTICLE VIVI ALLOCATIONS AND DISTRIBUTIONS

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Contributions 30 i Section 5.2 Contributions by the General Partner and its Affiliates 40 30 Section 5.2 5.3 Contributions by Initial Limited Partners 41 31 Section 5.3 5.4 Interest and Withdrawal 41 31 Section 5.4 5.5 Capital Accounts 41 31 Section 5.5 5.6 Issuances of Additional Partnership Interests and Derivative Instruments 45 33 Section 5.6 5.7 Conversion of Subordinated Units 46 34 Section 5.7 5.8 Limited Preemptive Right 47 34 Section 5.8 5.9 Splits and Combinations 47 34 Section 5.9 5.10 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 35 Section 5.10 5.11 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 35 Section 5.11 5.12 Establishment of Series A Preferred Convertible Class B Units 50 36 Section 5.12 Deemed Capital Contributions 63 ARTICLE 5.13 Establishment of Subordinated Class C Units 39 Section 5.14 Transfers of Convertible Class B Units and Subordinated Class C Units. 41 Article VI

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Contributions by the General Partner and its Affiliates 40 Section 5.2 Contributions by the Initial Limited Partners 41 55 Section 5.2 Maintenance of General Partner’s Percentage Interest 56 Section 5.3 Contributions by Limited Partners 56 Section 5.4 Interest and Withdrawal 41 56 Section 5.4 5.5 Capital Accounts 41 56 Section 5.5 5.6 Issuances of Additional Partnership Interests and Derivative Instruments 45 Section 5.6 Conversion of Subordinated Units 46 60 Section 5.7 Limited Preemptive Right 47 62 Section 5.8 Splits and Combinations 47 62 Section 5.9 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 63 Section 5.10 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 63 Section 5.11 Establishment of Series A Class B Preferred Units 50 65 Section 5.12 Deemed Capital Contributions 63 Establishment of Class C Preferred Units 73 Section 5.13 Establishment of Class D Preferred Units 82 ARTICLE VI

Capital Contributions and Issuance of Partnership Interests. Section 5.1 Organizational Contributions; Capital Contributions by the General Partner and its Affiliates 40 24 Section 5.2 Contributions by Initial Limited Partners 41 Section 5.3 Interest and Withdrawal 41 24 Section 5.3 Capital Accounts 24 Section 5.4 Capital Accounts 41 Section 5.5 Issuances of Additional Partnership Interests and Derivative Instruments 45 25 Section 5.5 Issuances of Securities by NEE Partners 26 927933.17-WILSR01A - MSW Section 5.6 Conversion of Subordinated Units 46 Unit Option Plans 27 Section 5.7 Limited Preemptive Right 47 29 Section 5.8 Splits and Combinations 47 29 Section 5.9 Redemption, Repurchase or Forfeiture of NEE Partners Non-Voting Common Units and NEE Partners Common Units 30 Section 5.10 Fully Paid and Non-Assessable Nature of Limited Partner Interests 48 Section 5.10 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 48 30 Section 5.11 Establishment of Series A Preferred Units 50 30 Section 5.12 Deemed Capital Contributions 63 ARTICLE VIEstablishment of Non-Voting Common Units 38