The Class B Member hereby irrevocably waives any requirement, or condition to NEP Member’s right to exercise the Early Call Option, that there shall be an effective registration statement on file with the Commission covering resales of the NEP Common Units issued as part of the Early Call Option Purchase Price.

Each of Global Energy and the Class B MemberMember, as the Holders, hereby irrevocably waives any requirement,obligations NEP Member or conditionNEP may have under the Registration Rights Agreement or the LLC Agreement to NEP Member’s right# file, prior to exercise the date an Early Call Option, that there shall be an effectiveOption Notice is delivered, any registration statement on file with the Commission covering resales of the NEP Common Units to be issued as part of the Early Call Option Purchase Price.Price; or # cause any such registration statement to be declared effective by the Commission no later than the Target Effective Date.