0001193125-13-265541 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • June 20th, 2013 • Brookfield Renewable Energy Partners L.P. • Electric services • New York

Barclays Capital Inc. (“Barclays”), Deutsche Bank Securities Inc. (“Deutsche Bank”), CIBC World Markets Inc. (“CIBC”), Scotia Capital Inc. (“Scotia” and, collectively with Barclays, Deutsche Bank and CIBC, the “Representatives”), Citigroup Global Markets Inc., Credit Suisse Securities (Canada), Inc., HSBC Securities (USA), Inc., RBC Dominion Securities Inc. and TD Securities Inc. (each of the foregoing, an “Underwriter”, and, collectively, the “Underwriters”) understand that Brookfield Renewable Energy Partners L.P. (“BREP” or the “Partnership”) proposes to issue an aggregate of limited partnership units (the “Units”) through the Underwriters (the “Offering”).

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