Exhibit 10.2(b)
SECOND AMENDMENT TO INTERCONNECTION SALES AND CO-INVESTMENT AGREEMENT
This Second Amendment to Interconnection Sales and Co-Investment Agreement (“Second Amendment”) is entered into as of June 22, 2026 (“Second AmendmentEffective Date”), by and between NextEra Energy Resources Development, LLC (“NEER”) and XPLR Infrastructure Operating Partners, LP (“XPLR”and together with NEER, the “Parties,” and each a “Party”).
WHEREAS, the Parties entered into that certain Interconnection Sales and Co-Investment Agreement, dated as of February 10, 2026 (the “Original Agreement”);
WHEREAS, the Parties entered into that certain First Amendment to Interconnection Sales and Co-Investment Agreement, dated as of May 29, 2026 (the “First Amendment” and together with the Original Agreement, the “Agreement”);
WHEREAS, the Parties are currently in discussions regarding the Required Contribution Dates for a subset of the Designated Co-Investment Opportunities and, in connection therewith, desire to modify the Agreement to update certain Required Contribution Date terms, all subject to and as more fully set forth in this Second Amendment.
NOW, THEREFORE, in consideration of the mutual promises and covenants made herein, the receipt and sufficiency of which is hereby acknowledged, and with the intent to be legally bound hereby, the Parties agree as follows:
1. Amendment to Agreement. Section 3.3(b) of the Agreement is hereby amended and restated in its entirety with the following:
“(b) XPLR shall, and shall cause XPLR Members to, sell and transfer, pursuant to documentation reasonably satisfactory to NEER Member, the Project Interconnection Assets in respect of the applicable Project to the related Project JV (“XPLR Member’s Initial Contribution”) by (i) for the Carousel BESS and Mammoth Plains BESS projects, on or prior to July 28, 2026, and (ii) for the Roswell BESS and Chaves BESS projects, on or prior to October 30, 2026 (each such date in clauses (i) and (ii), a “Required Contribution Date”), all in accordance with Section 3.4below; providedthat, the applicable Required Contribution Date, with respect to each applicable Project JV shall be automatically extended until such date that the required third-party consents are obtained, providedfurtherthat the applicable XPLR Member shall have initiated the process to obtain the third-party consents promptly, and in any event within five (5) Business
1
23784211v1
Days of the Effective Date, and the applicable XPLR Member is using commercially reasonable efforts to obtain such consent during such extension period, but in no event will extend beyond the Outside Contribution Date in respect of each Designated Co-Investment Opportunity; and”
2. Representations Regarding This Second Amendment. By their execution of this Second Amendment, each Party represents and warrants that it is authorized to enter into this Second Amendment, that this Second Amendment does not conflict with any contract, lease, instrument or other obligation to which it is a party or by which it is bound, and that this Second Amendment represents its valid and binding obligation, enforceable against such Party in accordance with its terms.
3. Effectiveness of Second Amendment; Entire Agreement. This Second Amendment shall become effective as of the Second Amendment Effective Date. Except as expressly set forth in this Second Amendment, the terms and conditions set forth in the Agreement shall remain in full force and effect, and from and after the date of this Second Amendment, all references to the Agreement shall be deemed to be references to the Agreement as amended hereby. The Agreement, as amended by this Second Amendment, contains the entire agreement between the Parties with respect to the subject matter hereof and supersedes any and all prior and contemporaneous negotiations, representations, understandings and agreements, whether written or oral. In the event of a conflict between the Agreement and this Second Amendment, the terms of this Second Amendment shall control.
4. Severability. Whenever possible, each provision of the Agreement (as amended hereby) shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of the Agreement (as amended hereby) or the application of any such provision to any Person (as defined in the Agreement) or circumstance shall be held to be prohibited by or invalid, illegal or unenforceable under applicable law in any respect by a court of competent jurisdiction, such provision shall be ineffective only to the extent of such prohibition or invalidity, illegality or unenforceability, without invalidating the remainder of such provision or the remaining provisions of the Agreement (as amended hereby). Furthermore, in lieu of such illegal, invalid or unenforceable provision, there shall be added automatically as a part of the Agreement (as amended hereby) a legal, valid and enforceable provision as similar in terms to such illegal, invalid, or unenforceable provision as may be possible.
5. Governing Law and Venue.This Second Amendment will be governed by and construed in accordance with the domestic laws of the State of New York without reference to any choice of law principles except for Sections 5-1401 and 5-1402 of the New York General Obligations Law. Any legal action or proceeding with respect to or arising out of this Agreement shall be brought in or removed to the courts of the Federal District Court for the Southern District of New York or, if such court lacks or declines jurisdiction, the
2
23784211v1
courts of the State of New York in the Borough of Manhattan, to the exclusion of all other courts.
6. Counterparts. This Second Amendment may be executed in any number of counterparts, and each executed counterpart shall have the same force and effect as an original instrument.
7. Authorization and Binding Obligations. Each Party represents to the other Party that the execution, delivery and performance of this Second Amendment have been duly authorized, and this Second Amendment has been duly executed and delivered by the signatory so authorized, and the obligations contained herein constitute the valid and binding obligations of such Party.
[SIGNATURE PAGE FOLLOWS]
3
23784211v1
Docusign Envelope ID: B5DA66AA-4DA2-81CF-817E-9F6174120E75
IN WITNESS WHEREOF, the Parties have executed this Second Amendment as of the Second Amendment Effective Date set forth above.
| NEXTERA ENERGY RESOURCES | XPLR INFRASTRUCTURE | |||||||||||||
| DEVELOPMENT, LLC | OPERATING PARTNERS, LP | |||||||||||||
| DocuSigned by: | ||||||||||||||
| By | ANTHONY PEDRONI | By: XPLR Infrastructure Operating | ||||||||||||
| F5C968BD9C2148B... | Partners GP, LLC, its general partner | |||||||||||||
| Name: | Anthony Pedroni | |||||||||||||
| Title: | Vice President | By S. ALAN LIU | ||||||||||||
| Name: S. Alan Liu | ||||||||||||||
| Title: President | ||||||||||||||
[Signature Page to Second Amendment to Interconnection Sales and Co-Investment Agreement
23784211v1