Common use of Long-Term Debt Clause in Contracts

Long-Term Debt. Unsecured notes payable to Department of Budget and Finance of the State of Hawaii and assigned by the Department to the indenture trustee for the payment of amounts owing to the holders of special purpose revenue bonds and refunding special purpose revenue bonds (subsidiary obligations unconditionally guaranteed by HECO): HECO, 6.50%, series 2009, due 2039 $ 90,000 HELCO, 6.50%, series 2009, due 2039 60,000 HECO, 4.65%, series 2007A, due 2037 100,000 HELCO, 4.65%, series 2007A, due 2037 20,000 MECO, 4.65%, series 2007A, due 2037 20,000 * HECO, 5.65%, series 1997A, due 2027 50,000 * HELCO, 5.65%, series 1997A, due 2027 30,000 * MECO, 5.65%, series 1997A, due 2027 20,000 HECO, 4.60%, refunding series 2007B, due 2026 62,000 HELCO, 4.60%, refunding series 2007B, due 2026 8,000 MECO, 4.60%, refunding series 2007B, due 2026 55,000 HECO, 4.80%, refunding series 2005A, due 2025 40,000 HELCO, 4.80%, refunding series 2005A, due 2025 5,000 MECO, 4.80%, refunding series 2005A, due 2025 2,000 * HECO, 5.00%, refunding series 2003B, due 2022 40,000 * HELCO, 5.00%, refunding series 2003B, due 2022 12,000 * HELCO, 4.75%, refunding series 2003A, due 2020 14,000 HELCO, 5.50%, refunding series 1999A, due 2014 11,400 Total obligations to the State of Hawaii 639,400 SCHEDULE 5.15 (to Note Purchase and Guaranty Agreement) Other long-term debt – unsecured: HECO, 5.39%, series 2012E, unsecured senior note, due 20426.50 %, series 2004, junior subordinated deferrable interest debentures, due 2034HECO, 4.53%, series 2012F, unsecured senior note, due 2032HECO, 4.72%, series 2012D, unsecured senior note, due 2029HECO, 4.55%, series 2012C, unsecured senior note, due 2023HELCO, 4.55%, series 2012B, unsecured senior note, due 2023MECO, 4.55%, series 2012C, unsecured senior note, due 2023HECO, 4.03%, series 2012B, unsecured senior note, due 2020MECO, 4.03%, series 2012B, unsecured senior note, due 2020HECO, 3.79%, series 2012A, unsecured senior note, due 2018HELCO, 3.79%, series 2012A, unsecured senior note, due 2018MECO, 3.79%, series 2012A, unsecured senior note, due 2018 150,00051,54640,00035,00050,00020,00030,00062,00020,00030,00011,0009,000 Total long-term debt 1,147,946 Customer Deposits Deposits are used to secure customers' accounts HECO $ 13,614 HELCO 3,853 MECO 4,409 Total customer deposits 21,876 * set to be refinanced/redeemed with the proceeds of the sale of Notes issued under (1) this Note Purchase Agreement, (2) the separate Note Purchase and Guaranty Agreements of HELCO and MECO, and/or (3) from available funds. Conditional notices of redemption have been given with respect to all three series of the bonds to be redeemed. STATUS UNDER CERTAIN STATUTES Federal Power Act Hawaiian Electric Company, Inc., Hawaii Electric Light Company, Inc. and Maui Electric Company, Limited are not generally subject to regulation by the Federal Energy Regulatory Commission (FERC) under the Federal Power Act, except that they are subject to the provisions of Section 210 under which FERC may order the utility to interconnect with qualifying cogenerators and small power producers and to wheel power to other electric utilities. Public Utility Holding Company Act of 2005 Hawaiian Electric Company, Inc. is a holding company within the meaning of the Public Utility Holding Company Act of 2005 and would be subject to the record retention, accounting and reporting requirements of that Act except that it obtained a waiver from those requirements shortly after the Act was adopted. (to Note Purchase and Guaranty Agreement) EXISTING LIENS Debtor Secured Party Jurisdiction UCC File Number UCC File Date Collateral Description* Hawaiian Electric Company, Inc. Hitachi Credit America Corp (as assignee of Xxxxxx Xxxxxxxxx Hawaii Funding Corp.) Hawaii 2001-180919 11/19/2001 All money due and coming due under a 2001 task order with a U.S. Navy agency for an energy efficiency project—remaining balance $1.1 million Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing, Inc. (assignment)PHNSY – ECPs 1 & 3) Hawaii 2004-085035 04/29/2004 Assignment or partial assignment from Hitachi of foregoing financing arrangement Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2006-185362 10/10/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2006-192912 10/23/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2011-138648 08/30/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2011-194210 11/18/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law SCHEDULE 10.3 (to Note Purchase and Guaranty Agreement) Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust (as assignee of Xxxxxx Xxxxxxxxx DSM Funding LLC) – XXXX KOA) Hawaii 2005-094089 05/11/2005 All money due and to become due under a 2004 delivery order from a U.S. Navy ordering agency relating to an energy efficiency project—remaining balance, $253,000 Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust Hawaii 2010-047285 04/08/2010 Continuation Statement of 2005-094089 continued for additional period provided by applicable law RESTRICTIVE AGREEMENTS The following restrictions and conditions exist on October 3, 2013:

Long-Term Debt. Unsecured notes payable to Department of Budget and Finance of the State of Hawaii and assigned by the Department to the indenture trustee for the payment of amounts owing to the holders of special purpose revenue bonds and refunding special purpose revenue bonds (subsidiary obligations unconditionally guaranteed by HECOHawaiian Electric): HECOHawaiian Electric, 6.50%, series 2009, due 2039 $ 90,000 HELCOHawaii Electric Light, 6.50%, series 2009, due 2039 60,000 HECOHawaiian Electric, 4.65%, series 2007A, due 2037 100,000 HELCOHawaii Electric Light, 4.65%, series 2007A, due 2037 20,000 MECOMaui Electric, 4.65%, series 2007A, due 2037 20,000 * HECO, 5.65%, series 1997A, due 2027 50,000 * HELCO, 5.65%, series 1997A, due 2027 30,000 * MECO, 5.65%, series 1997A, due 2027 20,000 HECOHawaiian Electric, 4.60%, refunding series 2007B, due 2026 62,000 HELCOHawaii Electric Light, 4.60%, refunding series 2007B, due 2026 8,000 MECOMaui Electric, 4.60%, refunding series 2007B, due 2026 55,000 HECOHawaiian Electric, 4.80%, refunding series 2005A, due 2025 40,000 HELCOHawaii Electric Light, 4.80%, refunding series 2005A, due 2025 5,000 MECOMaui Electric, 4.80%, refunding series 2005A, due 2025 2,000 * HECO, 5.00%, refunding series 2003B, due 2022 40,000 * HELCO, 5.00%, refunding series 2003B, due 2022 12,000 * HELCO, 4.75%, refunding series 2003A, due 2020 14,000 HELCO, 5.50%, refunding series 1999A, due 2014 11,400 Total obligations to the State of Hawaii 639,400 462,000 Other long-term debt – unsecured: Hawaii Electric Light, 3.83%, Series 2013A, due 2020 14,000 Hawaiian Electric, 4.45%, Series 2013A, due 2022 40,000 Hawaii Electric Light, 4.45%, Series 2013B, due 2022 12,000 Hawaiian Electric, 4.84%, Series 2013B, due 2027 50,000 Hawaii Electric Light, 4.84%, Series 2013C, due 2027 30,000 Maui Electric, 4.84%, Series 2013A, due 2027 20,000 Hawaiian Electric, 5.65%, Series 2013C, due 2043 50,000 Maui Electric, 5.65%, Series 2013B, due 2043 20,000 Hawaiian Electric, 3.79%, Series 2012A, due 2018 30,000 Hawaii Electric Light, 3.79%, Series 2012A, due 2018 11,000 SCHEDULE 5.15 (to Note Purchase and Guaranty Agreement) Other long-term debt – unsecured: HECOMaui Electric, 3.79%, Series 2012A, due 2018 9,000 Hawaiian Electric, 4.03%, Series 2012B, due 2020 62,000 Maui Electric, 4.03%, Series 2012B, due 2020 20,000 Hawaiian Electric, 4.55%, Series 2012C, due 2023 50,000 Hawaii Electric Light, 4.55%, Series 2012B, due 2023 20,000 Maui Electric, 4.55%, Series 2012C, due 2023 30,000 Hawaiian Electric, 4.72%, Series 2012D, due 2029 35,000 Hawaiian Electric, 5.39%, series Series 2012E, unsecured senior notedue 2042 150,000 Hawaiian Electric, 4.53%, Series 2012F, due 20426.50 2032 40,000 6.50 %, series 2004, junior Junior subordinated deferrable interest debentures, due 2034HECO, 4.53%, series 2012F, unsecured senior note, due 2032HECO, 4.72%, series 2012D, unsecured senior note, due 2029HECO, 4.55%, series 2012C, unsecured senior note, due 2023HELCO, 4.55%, series 2012B, unsecured senior note, due 2023MECO, 4.55%, series 2012C, unsecured senior note, due 2023HECO, 4.03%, series 2012B, unsecured senior note, due 2020MECO, 4.03%, series 2012B, unsecured senior note, due 2020HECO, 3.79%, series 2012A, unsecured senior note, due 2018HELCO, 3.79%, series 2012A, unsecured senior note, due 2018MECO, 3.79%, series 2012A, unsecured senior note, due 2018 150,00051,54640,00035,00050,00020,00030,00062,00020,00030,00011,0009,000 2034 51,546 Total long-term debt 1,147,946 744,546 Customer Deposits Deposits are used to secure customers' accounts HECO Hawaiian Electric $ 13,614 HELCO 3,853 MECO 4,409 14,561 Hawaii Electric Light 3,598 Maui Electric 4,075 Total customer deposits 21,876 * set to be refinanced/redeemed with the proceeds of the sale of Notes issued under (1) this Note Purchase Agreement, (2) the separate Note Purchase and Guaranty Agreements of HELCO and MECO, and/or (3) from available funds. Conditional notices of redemption have been given with respect to all three series of the bonds to be redeemed. 22,234 STATUS UNDER CERTAIN STATUTES Federal Power Act Hawaiian Electric Company, Inc.Electric, Hawaii Electric Light Company, Inc. and Maui Electric Company, Limited are not generally subject to regulation by the Federal Energy Regulatory Commission (FERC) under the Federal Power Act, except that they are subject to the provisions of Section 210 under which FERC may order the utility to interconnect with qualifying cogenerators and small power producers and to wheel power to other electric utilities. Public Utility Holding Company Act of 2005 Hawaiian Electric Company, Inc. is a holding company within the meaning of the Public Utility Holding Company Act of 2005 and would be subject to the record retention, accounting and reporting requirements of that Act except that it obtained a waiver from those requirements shortly after the Act was adopted. (to Note Purchase and Guaranty Agreement) EXISTING LIENS Debtor Secured Party Jurisdiction UCC File Number UCC File Date Collateral Description* Hawaiian Electric Company, Inc. Hitachi Credit America Corp (as assignee of Xxxxxx Xxxxxxxxx Hawaii Funding Corp.) Hawaii 2001-180919 11/19/2001 All money due and coming due under a 2001 task order with a U.S. Navy agency for an energy efficiency project—remaining balance $1.1 million Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing, Inc. (assignment)PHNSY – ECPs 1 & 3) Hawaii 2004-085035 04/29/2004 Assignment or partial assignment from Hitachi of foregoing financing arrangement Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2006-185362 10/10/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2006-192912 10/23/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2011-138648 08/30/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2011-194210 11/18/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law SCHEDULE 10.3 (to Note Purchase and Guaranty Agreement) Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust (as assignee of Xxxxxx Xxxxxxxxx DSM Funding LLC) – XXXX KOA) Hawaii 2005-094089 05/11/2005 All money due and to become due under a 2004 delivery order from a U.S. Navy ordering agency relating to an energy efficiency project—remaining balance, $253,000 Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust Hawaii 2010-047285 04/08/2010 Continuation Statement of 2005-094089 continued for additional period provided by applicable law RESTRICTIVE AGREEMENTS The following restrictions and conditions exist on October 3, 2013:.

Long-Term Debt. Unsecured notes payable to Department of Budget and Finance of the State of Hawaii and assigned by the Department to the indenture trustee for the payment of amounts owing to the holders of special purpose revenue bonds and refunding special purpose revenue bonds (subsidiary obligations unconditionally guaranteed by HECO): HECO, 6.50%, series 2009, due 2039 $ 90,000 HELCO, 6.50%, series 2009, due 2039 60,000 HECO, 4.65%, series 2007A, due 2037 100,000 HELCO, 4.65%, series 2007A, due 2037 20,000 MECO, 4.65%, series 2007A, due 2037 20,000 HECO, 5.10%, series 2002A, due 2032 40,000 * HECO, 6.20%, series 1999C, due 2029 35,000 HECO, 5.65%, series 1997A, due 2027 50,000 * HELCO, 5.65%, series 1997A, due 2027 30,000 * MECO, 5.65%, series 1997A, due 2027 20,000 HECO, 4.60%, refunding series 2007B, due 2026 62,000 HELCO, 4.60%, refunding series 2007B, due 2026 8,000 MECO, 4.60%, refunding series 2007B, due 2026 55,000 HECO, 4.80%, refunding series 2005A, due 2025 40,000 HELCO, 4.80%, refunding series 2005A, due 2025 5,000 MECO, 4.80%, refunding series 2005A, due 2025 2,000 * HECO, 5.45%, series 1993, due 2023 50,000 * HELCO, 5.45%, series 1993, due 2023 20,000 * MECO, 5.45%, series 1993, due 2023 30,000 HECO, 5.00%, refunding series 2003B, due 2022 40,000 * HELCO, 5.00%, refunding series 2003B, due 2022 12,000 * HELCO, 4.75%, refunding series 2003A, due 2020 14,000 SCHEDULE 5.15 (to Note Purchase and Guaranty Agreement) * HECO, 5.70%, refunding series 2000, due 2020 46,000 * MECO, 5.70%, refunding series 2000, due 2020 20,000 * HECO, 6.15%, refunding series 1999D, due 2020 16,000 * HELCO, 6.15%, refunding series 1999D, due 2020 3,000 * MECO, 6.15%, refunding series 1999D, due 2020 1,000 * HECO, 5.75%, refunding series 1999B, due 2018 30,000 * HELCO, 5.75%, refunding series 1999B, due 2018 11,000 * MECO, 5.75%, refunding series 1999B, due 2018 9,000 HELCO, 5.50%, refunding series 1999A, due 2014 11,400 ** HECO, 4.95%, refunding series 1998A, due 2012 42,580 ** HELCO, 4.95%, refunding series 1998A, due 2012 7,200 ** MECO, 4.95%, refunding series 1998A, due 2012 7,720 Total obligations to the State of Hawaii 639,400 SCHEDULE 5.15 (to Note Purchase and Guaranty Agreement) 1,007,900 Other long-term debt – — unsecured: HECO, 5.39%, series 2012E, unsecured senior note, due 20426.50 6.50%, series 2004, junior Junior subordinated deferrable interest debentures, due 2034HECO, 4.53%, series 2012F, unsecured senior note, due 2032HECO, 4.72%, series 2012D, unsecured senior note, due 2029HECO, 4.55%, series 2012C, unsecured senior note, due 2023HELCO, 4.55%, series 2012B, unsecured senior note, due 2023MECO, 4.55%, series 2012C, unsecured senior note, due 2023HECO, 4.03%, series 2012B, unsecured senior note, due 2020MECO, 4.03%, series 2012B, unsecured senior note, due 2020HECO, 3.79%, series 2012A, unsecured senior note, due 2018HELCO, 3.79%, series 2012A, unsecured senior note, due 2018MECO, 3.79%, series 2012A, unsecured senior note, due 2018 150,00051,54640,00035,00050,00020,00030,00062,00020,00030,00011,0009,000 2034 51,546 Total long-term debt 1,147,946 1,059,446 Customer Deposits Deposits are used to secure customers' ’ accounts HECO $ 13,614 12,709 HELCO 3,853 2,831 MECO 4,409 4,700 Total customer deposits 21,876 20,240 * set to be refinanced/redeemed with the proceeds of the sale of Notes issued under (1) this Note Purchase and Guaranty Agreement, (2) the separate Note Purchase Agreement of HECO and Note Purchase and Guaranty Agreements Agreement of HELCO and MECO, and/or (3) from available funds. Conditional notices of redemption have been given with respect to all three the refunding series of 1999B bonds, the series 1999C bonds, the refunding series 1999D bonds, and the refunding series 2000 bonds to be redeemed. ** bonds due in 2012 were paid in full on April 1, 2012 STATUS UNDER CERTAIN STATUTES Federal Power Act Hawaiian Electric Company, Inc., Hawaii Electric Light Company, Inc. and Maui Electric Company, Limited are not generally subject to regulation by the Federal Energy Regulatory Commission (FERC) under the Federal Power Act, except that they are subject to the provisions of Section 210 under which FERC may order the utility to interconnect with qualifying cogenerators and small power producers and to wheel power to other electric utilities. Public Utility Holding Company Act of 2005 Hawaiian Electric Company, Inc. is a holding company within the meaning of the Public Utility Holding Company Act of 2005 and would be subject to the record retention, accounting and reporting requirements of that Act except that it obtained a waiver from those requirements shortly after the Act was adopted. (to Note Purchase and Guaranty Agreement) EXISTING LIENS Debtor Secured Party Jurisdiction UCC File Number UCC File Date Collateral Description* Hawaiian Electric Company, Inc. Hitachi Credit America Corp (as assignee of Xxxxxx Xxxxxxxxx Hawaii Funding Corp.) Hawaii 2001-180919 11/19/2001 All money due and coming due under a 2001 task order with a U.S. Navy agency for an energy efficiency project—remaining balance $1.1 million Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing, Inc. (assignment)PHNSY – assignment) PHNSY — ECPs 1 & 3) Hawaii 2004-085035 04/29/2004 Assignment or partial assignment from Hitachi of foregoing financing arrangement Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2006-185362 10/10/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2006-192912 10/23/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2011-138648 08/30/2011 Continuation Contuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2011-194210 11/18/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law SCHEDULE 10.3 (to Note Purchase and Guaranty Agreement) Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust (as assignee of Xxxxxx Xxxxxxxxx DSM Funding LLC) – — XXXX KOA) Hawaii 2005-094089 05/11/2005 All money due and to become due under a 2004 delivery order from a U.S. Navy ordering agency relating to an energy efficiency project—remaining balance, $253,000 Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust Hawaii 2010-047285 04/08/2010 Continuation Statement of 2005-094089 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. Bacon Universal Company Inc. Hawaii 2011-089475 06/06/2011 Xxxxxxx Sweeper Model S30XP, Serial Number S30-1362 RESTRICTIVE AGREEMENTS The following restrictions and conditions exist on October 3April 19, 20132012:

Long-Term Debt. Unsecured notes payable to Department of Budget and Finance of the State of Hawaii and assigned by the Department to the indenture trustee for the payment of amounts owing to the holders of special purpose revenue bonds and refunding special purpose revenue bonds (subsidiary obligations unconditionally guaranteed by HECO): HECO, 6.50%, series 2009, due 2039 $ 90,000 HELCO, 6.50%, series 2009, due 2039 60,000 HECO, 4.65%, series 2007A, due 2037 100,000 HELCO, 4.65%, series 2007A, due 2037 20,000 MECO, 4.65%, series 2007A, due 2037 20,000 * HECO, 5.65%, series 1997A, due 2027 50,000 * HELCO, 5.65%, series 1997A, due 2027 30,000 * MECO, 5.65%, series 1997A, due 2027 20,000 HECO, 4.60%, refunding series 2007B, due 2026 62,000 HELCO, 4.60%, refunding series 2007B, due 2026 8,000 MECO, 4.60%, refunding series 2007B, due 2026 55,000 HECO, 4.80%, refunding series 2005A, due 2025 40,000 HELCO, 4.80%, refunding series 2005A, due 2025 5,000 MECO, 4.80%, refunding series 2005A, due 2025 2,000 * HECO, 5.00%, refunding series 2003B, due 2022 40,000 * HELCO, 5.00%, refunding series 2003B, due 2022 12,000 * HELCO, 4.75%, refunding series 2003A, due 2020 14,000 HELCO, 5.50%, refunding series 1999A, due 2014 11,400 Total obligations to the State of Hawaii 639,400 SCHEDULE 5.15 (to Note Purchase and Guaranty Agreement) Other long-term debt – unsecured: HECO, 5.39%, series 2012E, unsecured senior note, due 20426.50 %, series 2004, junior subordinated deferrable interest debentures, due 2034HECO, 4.53%, series 2012F, unsecured senior note, due 2032HECO, 4.72%, series 2012D, unsecured senior note, due 2029HECO, 4.55%, series 2012C, unsecured senior note, due 2023HELCO, 4.55%, series 2012B, unsecured senior note, due 2023MECO, 4.55%, series 2012C, unsecured senior note, due 2023HECO, 4.03%, series 2012B, unsecured senior note, due 2020MECO, 4.03%, series 2012B, unsecured senior note, due 2020HECO, 3.79%, series 2012A, unsecured senior note, due 2018HELCO, 3.79%, series 2012A, unsecured senior note, due 2018MECO, 3.79%, series 2012A, unsecured senior note, due 2018 150,00051,54640,00035,00050,00020,00030,00062,00020,00030,00011,0009,000 Total long-term debt 1,147,946 Customer Deposits Deposits are used to secure customers' accounts HECO $ 13,614 HELCO 3,853 MECO 4,409 Total customer deposits 21,876 * set to be refinanced/redeemed with the proceeds of the sale of Notes issued under (1) this Note Purchase Agreement, (2) the separate Note Purchase and Guaranty Agreements of HELCO and MECO, and/or (3) from available funds. Conditional notices of redemption have been given with respect to all three series of the bonds to be redeemed. STATUS UNDER CERTAIN STATUTES Federal Power Act Hawaiian Electric Company, Inc., Hawaii Electric Light Company, Inc. and Maui Electric Company, Limited are not generally subject to regulation by the Federal Energy Regulatory Commission (FERC) under the Federal Power Act, except that they are subject to the provisions of Section 210 under which FERC may order the utility to interconnect with qualifying cogenerators and small power producers and to wheel power to other electric utilities. Public Utility Holding Company Act of 2005 Hawaiian Electric Company, Inc. is a holding company within the meaning of the Public Utility Holding Company Act of 2005 and would be subject to the record retention, accounting and reporting requirements of that Act except that it obtained a waiver from those requirements shortly after the Act was adopted. (to Note Purchase and Guaranty Agreement) EXISTING LIENS Debtor Secured Party Jurisdiction UCC File Number UCC File Date Collateral Description* Hawaiian Electric Company, Inc. Hitachi Credit America Corp (as assignee of Xxxxxx Xxxxxxxxx Hawaii Funding Corp.) Hawaii 2001-180919 11/19/2001 All money due and coming due under a 2001 task order with a U.S. Navy agency for an energy efficiency project—remaining balance $1.1 million Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing, Inc. (assignment)PHNSY – ECPs 1 & 3) Hawaii 2004-085035 04/29/2004 Assignment or partial assignment from Hitachi of foregoing financing arrangement Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2006-185362 10/10/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2006-192912 10/23/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2011-138648 08/30/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2011-194210 11/18/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law SCHEDULE 10.3 (to Note Purchase and Guaranty Agreement) Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust (as assignee of Xxxxxx Xxxxxxxxx DSM Funding LLC) – XXXX KOA) Hawaii 2005-094089 05/11/2005 All money due and to become due under a 2004 delivery order from a U.S. Navy ordering agency relating to an energy efficiency project—remaining balance, $253,000 Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust Hawaii 2010-047285 04/08/2010 Continuation Statement of 2005-094089 continued for additional period provided by applicable law RESTRICTIVE AGREEMENTS The following restrictions and conditions exist on October 3, 2013:

Long-Term Debt. Unsecured notes payable to Department of Budget and Finance of the State of Hawaii and assigned by the Department to the indenture trustee for the payment of amounts owing to the holders of special purpose revenue bonds and refunding special purpose revenue bonds (subsidiary obligations unconditionally guaranteed by HECOHawaiian Electric): HECOHawaiian Electric, 3.25%, refunding series 2015, due 2025 $ 40,000 Hawaii Electric Light, 3.25%, refunding series 2015, due 2025 5,000 Maui Electric, 3.25%, refunding series 2015, due 2025 2,000 Hawaiian Electric, 6.50%, series 2009, due 2039 $ 90,000 HELCOHawaii Electric Light, 6.50%, series 2009, due 2039 60,000 HECOHawaiian Electric, 4.65%, series 2007A, due 2037 100,000 HELCOHawaii Electric Light, 4.65%, series 2007A, due 2037 20,000 MECOMaui Electric, 4.65%, series 2007A, due 2037 20,000 * HECO, 5.65%, series 1997A, due 2027 50,000 * HELCO, 5.65%, series 1997A, due 2027 30,000 * MECO, 5.65%, series 1997A, due 2027 20,000 HECOHawaiian Electric, 4.60%, refunding series 2007B, due 2026 62,000 HELCOHawaii Electric Light, 4.60%, refunding series 2007B, due 2026 8,000 MECOMaui Electric, 4.60%, refunding series 2007B, due 2026 55,000 HECO, 4.80%, refunding series 2005A, due 2025 40,000 HELCO, 4.80%, refunding series 2005A, due 2025 5,000 MECO, 4.80%, refunding series 2005A, due 2025 2,000 * HECO, 5.00%, refunding series 2003B, due 2022 40,000 * HELCO, 5.00%, refunding series 2003B, due 2022 12,000 * HELCO, 4.75%, refunding series 2003A, due 2020 14,000 HELCO, 5.50%, refunding series 1999A, due 2014 11,400 Total obligations to the State of Hawaii 639,400 SCHEDULE 5.15 (to Note Purchase and Guaranty Agreement) 462,000 Other long-term debt – unsecured: HECOHawaiian Electric, 5.23%, Series 2015A, due 2045 50,000 Hawaii Electric Light, 5.23%, Series 2015A, due 2045 25,000 Maui Electric, 5.23%, Series 2015A, due 2045 5,000 Hawaii Electric Light, 3.83%, Series 2013A, due 2020 14,000 Hawaiian Electric, 4.45%, Series 2013A, due 2022 40,000 Hawaii Electric Light, 4.45%, Series 2013B, due 2022 12,000 Hawaiian Electric, 4.84%, Series 2013B, due 2027 50,000 Hawaii Electric Light, 4.84%, Series 2013C, due 2027 30,000 Maui Electric, 4.84%, Series 2013A, due 2027 20,000 SCHEDULE 5.15 (to Note Purchase Agreement) Hawaiian Electric, 5.65%, Series 2013C, due 2043 50,000 Maui Electric, 5.65%, Series 2013B, due 2043 20,000 Hawaiian Electric, 3.79%, Series 2012A, due 2018 30,000 Hawaii Electric Light, 3.79%, Series 2012A, due 2018 11,000 Maui Electric, 3.79%, Series 2012A, due 2018 9,000 Hawaiian Electric, 4.03%, Series 2012B, due 2020 62,000 Maui Electric, 4.03%, Series 2012B, due 2020 20,000 Hawaiian Electric, 4.55%, Series 2012C, due 2023 50,000 Hawaii Electric Light, 4.55%, Series 2012B, due 2023 20,000 Maui Electric, 4.55%, Series 2012C, due 2023 30,000 Hawaiian Electric, 4.72%, Series 2012D, due 2029 35,000 Hawaiian Electric, 5.39%, series Series 2012E, unsecured senior notedue 2042 150,000 Hawaiian Electric, 4.53%, Series 2012F, due 20426.50 2032 40,000 6.50%, series 2004, junior Junior subordinated deferrable interest debentures, due 2034HECO, 4.53%, series 2012F, unsecured senior note, due 2032HECO, 4.72%, series 2012D, unsecured senior note, due 2029HECO, 4.55%, series 2012C, unsecured senior note, due 2023HELCO, 4.55%, series 2012B, unsecured senior note, due 2023MECO, 4.55%, series 2012C, unsecured senior note, due 2023HECO, 4.03%, series 2012B, unsecured senior note, due 2020MECO, 4.03%, series 2012B, unsecured senior note, due 2020HECO, 3.79%, series 2012A, unsecured senior note, due 2018HELCO, 3.79%, series 2012A, unsecured senior note, due 2018MECO, 3.79%, series 2012A, unsecured senior note, due 2018 150,00051,54640,00035,00050,00020,00030,00062,00020,00030,00011,0009,000 2034 51,546 Total long-term debt 1,147,946 824,546 Customer Deposits Deposits are used to secure customers' accounts HECO Hawaiian Electric $ 13,614 HELCO 3,853 MECO 4,409 12,715 Hawaii Electric Light 3,016 Maui Electric 3,213 Total customer deposits 21,876 * set to be refinanced/redeemed with the proceeds of the sale of Notes issued under (1) this Note Purchase Agreement, (2) the separate Note Purchase and Guaranty Agreements of HELCO and MECO, and/or (3) from available funds. Conditional notices of redemption have been given with respect to all three series of the bonds to be redeemed. 18,944 STATUS UNDER CERTAIN STATUTES Federal Power Act Hawaiian Electric Company, Inc.Electric, Hawaii Electric Light Company, Inc. and Maui Electric Company, Limited are not generally subject to regulation by the Federal Energy Regulatory Commission (FERC) under the Federal Power Act, except that they are subject to the provisions of Section 210 under which FERC may order the utility to interconnect with qualifying cogenerators and small power producers and to wheel power to other electric utilities. Public Utility Holding Company Act of 2005 Hawaiian Electric Company, Inc. is a holding company within the meaning of the Public Utility Holding Company Act of 2005 and would be subject to the record retention, accounting and reporting requirements of that Act except that it obtained a waiver from those requirements shortly after the Act was adopted. (to Note Purchase and Guaranty Agreement) EXISTING LIENS Debtor Secured Party Jurisdiction UCC File Number UCC File Date Collateral Description* Hawaiian Electric Company, Inc. Hitachi Credit America Corp (as assignee of Xxxxxx Xxxxxxxxx Hawaii Funding Corp.) Hawaii 2001-180919 11/19/2001 All money due and coming due under a 2001 task order with a U.S. Navy agency for an energy efficiency project—remaining balance $1.1 million Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing, Inc. (assignment)PHNSY – ECPs 1 & 3) Hawaii 2004-085035 04/29/2004 Assignment or partial assignment from Hitachi of foregoing financing arrangement Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2006-185362 10/10/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2006-192912 10/23/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2011-138648 08/30/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2011-194210 11/18/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law SCHEDULE 10.3 (to Note Purchase and Guaranty Agreement) Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust (as assignee of Xxxxxx Xxxxxxxxx DSM Funding LLC) – XXXX KOA) Hawaii 2005-094089 05/11/2005 All money due and to become due under a 2004 delivery order from a U.S. Navy ordering agency relating to an energy efficiency project—remaining balance, $253,000 Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust Hawaii 2010-047285 04/08/2010 Continuation Statement of 2005-094089 continued for additional period provided by applicable law RESTRICTIVE AGREEMENTS The following restrictions and conditions exist on October 3, 2013:.

Long-Term Debt. Unsecured notes payable to Department of Budget and Finance of the State of Hawaii and assigned by the Department to the indenture trustee for the payment of amounts owing to the holders of special purpose revenue bonds and refunding special purpose revenue bonds (subsidiary obligations unconditionally guaranteed by HECO): HECO, 6.50%, series 2009, due 2039 $ 90,000 HELCO, 6.50%, series 2009, due 2039 60,000 HECO, 4.65%, series 2007A, due 2037 100,000 HELCO, 4.65%, series 2007A, due 2037 20,000 MECO, 4.65%, series 2007A, due 2037 20,000 * HECO, 5.10%, series 2002A, due 2032 40,000 HECO, 5.65%, series 1997A, due 2027 50,000 * HELCO, 5.65%, series 1997A, due 2027 30,000 * MECO, 5.65%, series 1997A, due 2027 20,000 HECO, 4.60%, refunding series 2007B, due 2026 62,000 HELCO, 4.60%, refunding series 2007B, due 2026 8,000 MECO, 4.60%, refunding series 2007B, due 2026 55,000 HECO, 4.80%, refunding series 2005A, due 2025 40,000 HELCO, 4.80%, refunding series 2005A, due 2025 5,000 MECO, 4.80%, refunding series 2005A, due 2025 2,000 * HECO, 5.00%, refunding series 2003B, due 2022 40,000 * HELCO, 5.00%, refunding series 2003B, due 2022 12,000 * HELCO, 4.75%, refunding series 2003A, due 2020 14,000 HELCO, 5.50%, refunding series 1999A, due 2014 11,400 Total obligations to the State of Hawaii 639,400 SCHEDULE 5.15 (to Note Purchase and Guaranty Agreement) 679,400 Other long-term debt – unsecured: HECO, 5.395.39 %, series 2012E, unsecured Unsecured senior note, due 20426.50 2042 150,000 6.50 %, series 2004, junior Junior subordinated deferrable interest debentures, due 2034HECO2034 51,546 SCHEDULE 5.15 (to Note Purchase Agreement) HECO, 4.53%, series 2012F, unsecured senior note, due 2032HECO, 4.724.72 %, series 2012D, unsecured Unsecured senior note, due 2029HECO2029 35,000 HECO, 4.554.55 %, series 2012C, unsecured Unsecured senior note, due 2023HELCO2023 50,000 ** HELCO, 4.554.55 %, series 2012B, unsecured Unsecured senior note, due 2023MECO2023 20,000 ** MECO, 4.554.55 %, series 2012C, unsecured Unsecured senior note, due 2023HECO2023 30,000 HECO, 4.034.03 %, series 2012B, unsecured Unsecured senior note, due 2020MECO2020 62,000 ** MECO, 4.034.03 %, series 2012B, unsecured Unsecured senior note, due 2020HECO2020 20,000 HECO, 3.793.79 %, series 2012A, unsecured Unsecured senior note, due 2018HELCO2018 30,000 ** HELCO, 3.793.79 %, series 2012A, unsecured Unsecured senior note, due 2018MECO2018 11,000 ** MECO, 3.793.79 %, series 2012A, unsecured Unsecured senior note, due 2018 150,00051,54640,00035,00050,00020,00030,00062,00020,00030,00011,0009,000 9,000 Total long-term debt 1,147,946 Customer Deposits Deposits are used to secure customers' ’ accounts HECO $ 13,614 13,326 HELCO 3,853 3,015 MECO 4,409 4,333 Total customer deposits 21,876 20,674 * set Set to be refinanced/redeemed with the proceeds of the sale of Notes issued under (1) this Note Purchase Agreement, (2) the separate Note Purchase ** Subsidiary obligations unconditionally guaranteed by HECO Note: Inter-company indebtedness is eliminated in consolidation and Guaranty Agreements of HELCO and MECO, and/or (3) from available funds. Conditional notices of redemption have been given with respect to all three series of the bonds to be redeemed. not included STATUS UNDER CERTAIN STATUTES Federal Power Act Hawaiian Electric Company, Inc., Hawaii Electric Light Company, Inc. and Maui Electric Company, Limited are not generally subject to regulation by the Federal Energy Regulatory Commission (FERC) under the Federal Power Act, except that they are subject to the provisions of Section 210 under which FERC may order the utility to interconnect with qualifying cogenerators and small power producers and to wheel power to other electric utilities. Public Utility Holding Company Act of 2005 Hawaiian Electric Company, Inc. is a holding company within the meaning of the Public Utility Holding Company Act of 2005 and would be subject to the record retention, accounting and reporting requirements of that Act except that it obtained a waiver from those requirements shortly after the Act was adopted. (to Note Purchase and Guaranty Agreement) EXISTING LIENS Debtor Secured Party Jurisdiction UCC File Number UCC File Date Collateral Description* Hawaiian Electric Company, Inc. Hitachi Credit America Corp (as assignee of Xxxxxx Xxxxxxxxx Hawaii Funding Corp.) Hawaii 2001-180919 11/19/2001 All money due and coming due under a 2001 task order with a U.S. Navy agency for an energy efficiency project—remaining balance $1.1 million Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing, Inc. (assignment)PHNSY – ECPs 1 & 3) Hawaii 2004-085035 04/29/2004 Assignment or partial assignment from Hitachi of foregoing financing arrangement Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2006-185362 10/10/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2006-192912 10/23/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2011-138648 08/30/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2011-194210 11/18/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law SCHEDULE 10.3 (to Note Purchase and Guaranty Agreement) Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust (as assignee of Xxxxxx Xxxxxxxxx DSM Funding LLC) – XXXX KOA) Hawaii 2005-094089 05/11/2005 All money due and to become due under a 2004 delivery order from a U.S. Navy ordering agency relating to an energy efficiency project—remaining balance, $253,000 Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust Hawaii 2010-047285 04/08/2010 Continuation Statement of 2005-094089 continued for additional period provided by applicable law RESTRICTIVE AGREEMENTS The following restrictions and conditions exist on October 3, 2013:.

Long-Term Debt. Unsecured notes payable to Department of Budget and Finance of the State of Hawaii and assigned by the Department to the indenture trustee for the payment of amounts owing to the holders of special purpose revenue bonds and refunding special purpose revenue bonds (subsidiary obligations unconditionally guaranteed by HECO): HECO, 6.50%, series 2009, due 2039 $ 90,000 HELCO, 6.50%, series 2009, due 2039 60,000 HECO, 4.65%, series 2007A, due 2037 100,000 HELCO, 4.65%, series 2007A, due 2037 20,000 MECO, 4.65%, series 2007A, due 2037 20,000 HECO, 5.10%, series 2002A, due 2032 40,000 * HECO, 6.20%, series 1999C, due 2029 35,000 HECO, 5.65%, series 1997A, due 2027 50,000 * HELCO, 5.65%, series 1997A, due 2027 30,000 * MECO, 5.65%, series 1997A, due 2027 20,000 HECO, 4.60%, refunding series 2007B, due 2026 62,000 HELCO, 4.60%, refunding series 2007B, due 2026 8,000 MECO, 4.60%, refunding series 2007B, due 2026 55,000 HECO, 4.80%, refunding series 2005A, due 2025 40,000 HELCO, 4.80%, refunding series 2005A, due 2025 5,000 MECO, 4.80%, refunding series 2005A, due 2025 2,000 * HECO, 5.45%, series 1993, due 2023 50,000 * HELCO, 5.45%, series 1993, due 2023 20,000 * MECO, 5.45%, series 1993, due 2023 30,000 HECO, 5.00%, refunding series 2003B, due 2022 40,000 * HELCO, 5.00%, refunding series 2003B, due 2022 12,000 * HELCO, 4.75%, refunding series 2003A, due 2020 14,000 * HECO, 5.70%, refunding series 2000, due 2020 46,000 * MECO, 5.70%, refunding series 2000, due 2020 20,000 SCHEDULE 5.15 (to Note Purchase and Guaranty Agreement) * HECO, 6.15%, refunding series 1999D, due 2020 16,000 * HELCO, 6.15%, refunding series 1999D, due 2020 3,000 * MECO, 6.15%, refunding series 1999D, due 2020 1,000 * HECO, 5.75%, refunding series 1999B, due 2018 30,000 * HELCO, 5.75%, refunding series 1999B, due 2018 11,000 * MECO, 5.75%, refunding series 1999B, due 2018 9,000 HELCO, 5.50%, refunding series 1999A, due 2014 11,400 ** HECO, 4.95%, refunding series 1998A, due 2012 42,580 ** HELCO, 4.95%, refunding series 1998A, due 2012 7,200 ** MECO, 4.95%, refunding series 1998A, due 2012 7,720 Total obligations to the State of Hawaii 639,400 SCHEDULE 5.15 (to Note Purchase and Guaranty Agreement) 1,007,900 Other long-term debt – — unsecured: HECO, 5.39%, series 2012E, unsecured senior note, due 20426.50 6.50%, series 2004, junior Junior subordinated deferrable interest debentures, due 2034HECO, 4.53%, series 2012F, unsecured senior note, due 2032HECO, 4.72%, series 2012D, unsecured senior note, due 2029HECO, 4.55%, series 2012C, unsecured senior note, due 2023HELCO, 4.55%, series 2012B, unsecured senior note, due 2023MECO, 4.55%, series 2012C, unsecured senior note, due 2023HECO, 4.03%, series 2012B, unsecured senior note, due 2020MECO, 4.03%, series 2012B, unsecured senior note, due 2020HECO, 3.79%, series 2012A, unsecured senior note, due 2018HELCO, 3.79%, series 2012A, unsecured senior note, due 2018MECO, 3.79%, series 2012A, unsecured senior note, due 2018 150,00051,54640,00035,00050,00020,00030,00062,00020,00030,00011,0009,000 2034 51,546 Total long-term debt 1,147,946 1,059,446 Customer Deposits Deposits are used to secure customers' ’ accounts HECO $ 13,614 12,709 HELCO 3,853 2,831 MECO 4,409 4,700 Total customer deposits 21,876 20,240 * set to be refinanced/redeemed with the proceeds of the sale of Notes issued under (1) this Note Purchase and Guaranty Agreement, (2) the separate Note Purchase Agreement of HECO and Note Purchase and Guaranty Agreements Agreement of HELCO and MECOHELCO, and/or (3) from available funds. Conditional notices of redemption have been given with respect to all three the refunding series of 1999B bonds, the series 1999C bonds, the refunding series 1999D bonds, and the refunding series 2000 bonds to be redeemed. ** bonds due in 2012 were paid in full on April 1, 2012 STATUS UNDER CERTAIN STATUTES Federal Power Act Hawaiian Electric Company, Inc., Hawaii Electric Light Company, Inc. and Maui Electric Company, Limited are not generally subject to regulation by the Federal Energy Regulatory Commission (FERC) under the Federal Power Act, except that they are subject to the provisions of Section 210 under which FERC may order the utility to interconnect with qualifying cogenerators and small power producers and to wheel power to other electric utilities. Public Utility Holding Company Act of 2005 Hawaiian Electric Company, Inc. is a holding company within the meaning of the Public Utility Holding Company Act of 2005 and would be subject to the record retention, accounting and reporting requirements of that Act except that it obtained a waiver from those requirements shortly after the Act was adopted. (to Note Purchase and Guaranty Agreement) EXISTING LIENS Debtor Secured Party Jurisdiction UCC File Number UCC File Date Collateral Description* Hawaiian Electric Company, Inc. Hitachi Credit America Corp (as assignee of Xxxxxx Xxxxxxxxx Hawaii Funding Corp.) Hawaii 2001-180919 11/19/2001 All money due and coming due under a 2001 task order with a U.S. Navy agency for an energy efficiency project—remaining balance $1.1 million Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing, Inc. (assignment)PHNSY – assignment) PHNSY — ECPs 1 & 3) Hawaii 2004-085035 04/29/2004 Assignment or partial assignment from Hitachi of foregoing financing arrangement Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2006-185362 10/10/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2006-192912 10/23/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2011-138648 08/30/2011 Continuation Contuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2011-194210 11/18/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law SCHEDULE 10.3 (to Note Purchase and Guaranty Agreement) Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust (as assignee of Xxxxxx Xxxxxxxxx DSM Funding LLC) – — XXXX KOA) Hawaii 2005-094089 05/11/2005 All money due and to become due under a 2004 delivery order from a U.S. Navy ordering agency relating to an energy efficiency project—remaining balance, $253,000 Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust Hawaii 2010-047285 04/08/2010 Continuation Statement of 2005-094089 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. Bacon Universal Company Inc. Hawaii 2011-089475 06/06/2011 Xxxxxxx Sweeper Model S30XP, Serial Number S30-1362 RESTRICTIVE AGREEMENTS The following restrictions and conditions exist on October 3April 19, 20132012:

Long-Term Debt. Unsecured notes payable to Department of Budget and Finance of the State of Hawaii and assigned by the Department to the indenture trustee for the payment of amounts owing to the holders of special purpose revenue bonds and refunding special purpose revenue bonds (subsidiary obligations unconditionally guaranteed by HECOHawaiian Electric): HECOHawaiian Electric, 6.50%, series 2009, due 2039 $ 90,000 HELCOHawaii Electric Light, 6.50%, series 2009, due 2039 60,000 HECOHawaiian Electric, 4.65%, series 2007A, due 2037 100,000 HELCOHawaii Electric Light, 4.65%, series 2007A, due 2037 20,000 MECOMaui Electric, 4.65%, series 2007A, due 2037 20,000 * HECO, 5.65%, series 1997A, due 2027 50,000 * HELCO, 5.65%, series 1997A, due 2027 30,000 * MECO, 5.65%, series 1997A, due 2027 20,000 HECOHawaiian Electric, 4.60%, refunding series 2007B, due 2026 62,000 HELCOHawaii Electric Light, 4.60%, refunding series 2007B, due 2026 8,000 MECOMaui Electric, 4.60%, refunding series 2007B, due 2026 55,000 HECOHawaiian Electric, 4.80%, refunding series 2005A, due 2025 40,000 HELCOHawaii Electric Light, 4.80%, refunding series 2005A, due 2025 5,000 MECOMaui Electric, 4.80%, refunding series 2005A, due 2025 2,000 * HECO, 5.00%, refunding series 2003B, due 2022 40,000 * HELCO, 5.00%, refunding series 2003B, due 2022 12,000 * HELCO, 4.75%, refunding series 2003A, due 2020 14,000 HELCO, 5.50%, refunding series 1999A, due 2014 11,400 Total obligations to the State of Hawaii 639,400 SCHEDULE 5.15 (to Note Purchase and Guaranty Agreement) 462,000 Other long-term debt – unsecured: HECOHawaii Electric Light, 3.83%, Series 2013A, due 2020 14,000 Hawaiian Electric, 4.45%, Series 2013A, due 2022 40,000 Hawaii Electric Light, 4.45%, Series 2013B, due 2022 12,000 Hawaiian Electric, 4.84%, Series 2013B, due 2027 50,000 Hawaii Electric Light, 4.84%, Series 2013C, due 2027 30,000 Maui Electric, 4.84%, Series 2013A, due 2027 20,000 Hawaiian Electric, 5.65%, Series 2013C, due 2043 50,000 Maui Electric, 5.65%, Series 2013B, due 2043 20,000 Hawaiian Electric, 3.79%, Series 2012A, due 2018 30,000 Hawaii Electric Light, 3.79%, Series 2012A, due 2018 11,000 SCHEDULE 5.15 (to Note Purchase Agreement) Maui Electric, 3.79%, Series 2012A, due 2018 9,000 Hawaiian Electric, 4.03%, Series 2012B, due 2020 62,000 Maui Electric, 4.03%, Series 2012B, due 2020 20,000 Hawaiian Electric, 4.55%, Series 2012C, due 2023 50,000 Hawaii Electric Light, 4.55%, Series 2012B, due 2023 20,000 Maui Electric, 4.55%, Series 2012C, due 2023 30,000 Hawaiian Electric, 4.72%, Series 2012D, due 2029 35,000 Hawaiian Electric, 5.39%, series Series 2012E, unsecured senior notedue 2042 150,000 Hawaiian Electric, 4.53%, Series 2012F, due 20426.50 2032 40,000 6.50 %, series 2004, junior Junior subordinated deferrable interest debentures, due 2034HECO, 4.53%, series 2012F, unsecured senior note, due 2032HECO, 4.72%, series 2012D, unsecured senior note, due 2029HECO, 4.55%, series 2012C, unsecured senior note, due 2023HELCO, 4.55%, series 2012B, unsecured senior note, due 2023MECO, 4.55%, series 2012C, unsecured senior note, due 2023HECO, 4.03%, series 2012B, unsecured senior note, due 2020MECO, 4.03%, series 2012B, unsecured senior note, due 2020HECO, 3.79%, series 2012A, unsecured senior note, due 2018HELCO, 3.79%, series 2012A, unsecured senior note, due 2018MECO, 3.79%, series 2012A, unsecured senior note, due 2018 150,00051,54640,00035,00050,00020,00030,00062,00020,00030,00011,0009,000 2034 51,546 Total long-term debt 1,147,946 744,546 Customer Deposits Deposits are used to secure customers' accounts HECO Hawaiian Electric $ 13,614 HELCO 3,853 MECO 4,409 14,561 Hawaii Electric Light 3,598 Maui Electric 4,075 Total customer deposits 21,876 * set to be refinanced/redeemed with the proceeds of the sale of Notes issued under (1) this Note Purchase Agreement, (2) the separate Note Purchase and Guaranty Agreements of HELCO and MECO, and/or (3) from available funds. Conditional notices of redemption have been given with respect to all three series of the bonds to be redeemed. 22,234 STATUS UNDER CERTAIN STATUTES Federal Power Act Hawaiian Electric Company, Inc.Electric, Hawaii Electric Light Company, Inc. and Maui Electric Company, Limited are not generally subject to regulation by the Federal Energy Regulatory Commission (FERC) under the Federal Power Act, except that they are subject to the provisions of Section 210 under which FERC may order the utility to interconnect with qualifying cogenerators and small power producers and to wheel power to other electric utilities. Public Utility Holding Company Act of 2005 Hawaiian Electric Company, Inc. is a holding company within the meaning of the Public Utility Holding Company Act of 2005 and would be subject to the record retention, accounting and reporting requirements of that Act except that it obtained a waiver from those requirements shortly after the Act was adopted. (to Note Purchase and Guaranty Agreement) EXISTING LIENS Debtor Secured Party Jurisdiction UCC File Number UCC File Date Collateral Description* Hawaiian Electric Company, Inc. Hitachi Credit America Corp (as assignee of Xxxxxx Xxxxxxxxx Hawaii Funding Corp.) Hawaii 2001-180919 11/19/2001 All money due and coming due under a 2001 task order with a U.S. Navy agency for an energy efficiency project—remaining balance $1.1 million Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing, Inc. (assignment)PHNSY – ECPs 1 & 3) Hawaii 2004-085035 04/29/2004 Assignment or partial assignment from Hitachi of foregoing financing arrangement Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2006-185362 10/10/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2006-192912 10/23/2006 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. X.X. Xxxxxx Leasing Inc. Hawaii 2011-138648 08/30/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law Hawaiian Electric Company, Inc. Hitachi Credit America Corp. Hawaii 2011-194210 11/18/2011 Continuation Statement of 2001-180919 continued for additional period provided by applicable law SCHEDULE 10.3 (to Note Purchase and Guaranty Agreement) Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust (as assignee of Xxxxxx Xxxxxxxxx DSM Funding LLC) – XXXX KOA) Hawaii 2005-094089 05/11/2005 All money due and to become due under a 2004 delivery order from a U.S. Navy ordering agency relating to an energy efficiency project—remaining balance, $253,000 Hawaiian Electric Company, Inc. Xxxxxx Xxxxxxxxx Federal Government Receivables Trust Hawaii 2010-047285 04/08/2010 Continuation Statement of 2005-094089 continued for additional period provided by applicable law RESTRICTIVE AGREEMENTS The following restrictions and conditions exist on October 3, 2013:.