FIRST AMENDMENT TO THE FIFTH AMENDED AND RESTATED MASTER SERVICES AGREEMENT
Exhibit 4.2
BROOKFIELD RENEWABLE PARTNERS L.P.
FIRST AMENDMENT TO THE FIFTH AMENDED AND RESTATED MASTER SERVICES AGREEMENT
THIS AMENDMENT (this “Amendment”) to the Fifth Amended and Restated Master Services Agreement dated as of May 5, 2023 among Brookfield Corporation (“Brookfield”), Brookfield Renewable Partners L.P. and the other parties thereto (the “Agreement”) is made as of this 16th day of August, 2023. Capitalized terms used but not defined herein shall have the meanings set forth in the Agreement.
WHEREAS, the parties desire to make certain amendments to the terms and conditions of the Agreement as set out herein;
NOW THEREFORE,
1. Amendments to Section 7.1.1
Section 7.1.1 is hereby deleted in its entirety and replaced with the following:
“BRELP hereby agrees to pay as provided by this Article 7, or to cause the Service Recipients to pay, effective as of the first Quarter of 2023 and for the term of this Agreement, the Net Base Management Fee, quarterly in arrears. The Service Providers hereby agree to accept payment of the Net Base Management Fee as provided by this Section 7.1.1.”
2. Effective Date
This Amendment shall be effective upon the date first written above.
3. Governing Law
This Amendment shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein.
4. General
(a) Except as modified herein, all terms and conditions of the Agreement shall remain in full force and effect.
(b) This Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which shall be construed together as one agreement.
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Exhibit 4.2
IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above written.
BROOKFIELD CORPORATION
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Managing Director, Legal & Regulatory
BROOKFIELD RENEWABLE PARTNERS L.P., by its general partner, BROOKFIELD RENEWABLE PARTNERS LIMITED
By: /s/ ▇▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇
Title: Vice President
BROOKFIELD RENEWABLE ENERGY L.P., by its general partner, BREP HOLDING L.P., by its general partner, BRP BERMUDA GP LIMITED
By: /s/ ▇▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇
Title: Vice President
BROOKFIELD ASSET MANAGEMENT PRIVATE INSTITUTIONAL CAPITAL ADVISER (CANADA), L.P., by its general partner, BROOKFIELD INFRASTRUCTURE GP ULC
By: /s/ ▇▇▇▇ ▇▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇▇
Title: Senior Vice President
BROOKFIELD GLOBAL RENEWABLE ENERGY ADVISOR LIMITED
By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Title: Director
BROOKFIELD PRIVATE CAPITAL (DIFC) LIMITED
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇▇▇
Title: Director
Exhibit 4.2
BROOKFIELD CANADA RENEWABLE MANAGER LP, by its general partner, 1388435 B.C. UNLIMITED LIABILITY COMPANY
By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇
Title: General Counsel and Corporate Secretary
BROOKFIELD RENEWABLE ENERGY GROUP LLC
By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Senior Vice President
BROOKFIELD BRP HOLDINGS (CANADA) INC.
By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Title: General Counsel and Corporate Secretary
BRP BERMUDA HOLDINGS I LIMITED
By: /s/ ▇▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇
Title: Vice President
BROOKFIELD BRP CANADA CORP.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Chief Financial Officer
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇
Title: Director, Legal & Assistant Secretary
BROOKFIELD BRP HOLDINGS (US) INC.
By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Chief Financial Officer & Treasurer
BROOKFIELD BRP EUROPE HOLDINGS (BERMUDA) LIMITED
By: /s/ ▇▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇
Title: Vice President
Exhibit 4.2
BROOKFIELD RENEWABLE INVESTMENTS LIMITED
By: /s/ ▇▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇
Title: Vice President
BROOKFIELD RENEWABLE POWER PREFERRED EQUITY INC.
By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Title: General Counsel and Corporate Secretary
BROOKFIELD RENEWABLE PARTNERS ULC
By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Title: General Counsel and Corporate Secretary