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Notwithstanding the foregoing, a Participant may elect to satisfy all or part of his or her
withholding or income tax obligation by having BEP withhold a portion of any Restricted Units that he or she was previously awarded and have now Vested. Such Restricted Units shall be valued at the average price at which such Restricted Units are
sold in the open market.
| 3.6 |
Successors and Assigns |
The Plan shall be binding on all successors and assigns of BEP and a Participant, including without limitation, the beneficiary or legal
representative of such Participant, or any receiver or trustee in bankruptcy or representative of the Participant’s creditors.
If any provision of the Plan or part thereof is determined to be void or unenforceable in whole or in part, such determination shall not affect
the validity or enforcement of any other provision or part thereof.
| 3.8 |
Assumption or Substitution |
In the event of a reorganization or change of control of BEP, or the amalgamation, merger or combination of BEP with or into another entity, or
the payment of a special or extraordinary distribution, the Committee shall make such provision for the protection of the rights of Participants, if any, as the Committee in its discretion deems appropriate.
| 3.9 |
Amendment or Termination |
The provisions of this Plan may be amended at any time and from time to time by the Committee. However, except as expressly set forth herein,
no action of the Committee may materially and adversely alter or impair the rights of a Participant without the consent of the affected Participant. The Committee may, from time to time, in its sole discretion, suspend or terminate the Plan in whole
or in part. If the Plan is so suspended or terminated, no further Restricted Units shall be granted but the Restricted Units then outstanding shall continue in full force and effect in accordance with the provisions of this Plan.
The validity, construction and effect of the Plan and any actions taken or relating to the Plan shall be governed by and interpreted and
construed in accordance with the laws of the State of New York.
The Participant is the owner of the Units comprising the Restricted Units and so is entitled to exercise any voting rights and all other rights
attaching to the ownership of Units, subject to the restrictions set out in this Plan. Except as otherwise determined by the Committee, while the Restricted Units remain unvested, Participants are not entitled to vote in respect of those unvested
Restricted Units.