Common use of Enforceability of the Operative Agreements Clause in Contracts

Enforceability of the Operative Agreements. The Operative Agreements have been duly authorized, executed and delivered by the Delaware EQT Entities that are parties thereto, and the Partnership Agreement, the GP LLC Agreement, the Operating Company LLC Agreement, the Equitrans Services LLC Agreement and the New Credit Agreement, assuming the due authorization, execution and delivery by the other parties thereto, are valid and legally binding agreements of the EQT Entities that are parties thereto, enforceable against such EQT Entities that are parties thereto in accordance with their terms; provided that, with respect to each such agreement, the enforceability thereof may be limited by (i) bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws relating to or affecting creditors’ rights generally and by general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law), and (ii) public policy, applicable law relating to fiduciary duties and indemnification and an implied covenant of good faith and fair dealing.

Enforceability of the Operative Agreements. The Operative Agreements have been duly authorized, executed and delivered by the Delaware Pennsylvania EQT Entities that are parties party thereto, and the Partnership Equitrans LP Agreement, the GP LLC AgreementContribution Documents, the Operating Company LLC AgreementSunrise Lease, the Equitrans Services LLC Omnibus Agreement and the New Credit Services Agreement, assuming the due authorization, execution and delivery by the other parties thereto, are valid and legally binding agreements of the Pennsylvania EQT Entities that are parties thereto, enforceable against such Pennsylvania EQT Entities that are parties thereto in accordance with their terms; provided that, with respect to each such agreement, the enforceability thereof may be limited by (i) bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws relating to or affecting creditors’ rights generally and by general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law), ) and (ii) public policy, applicable law relating to fiduciary duties and indemnification and an implied covenant of good faith and fair dealing.

Enforceability of the Operative Agreements. The Operative Agreements (other than the Credit Agreement) have been duly authorized, executed and delivered by each of the Delaware EQT Delek Entities that are parties theretothereto (other than Lion Oil), and the Partnership Agreement, Operative Agreements (other than the GP LLC Agreement, the Operating Company LLC Agreement, the Equitrans Services LLC Agreement and the New Credit Agreement), assuming the due authorization, execution and delivery by the other parties thereto, are valid and legally binding agreements of the EQT Delek Entities (other than Lion Oil) that are parties thereto, enforceable against such EQT Delek Entities that are parties thereto in accordance with their terms; provided that, with respect to each such agreement, the enforceability thereof may be limited by (i) bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws relating to or affecting creditors’ rights generally and by general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law), and (ii) public policy, applicable law relating to fiduciary duties and indemnification and an implied covenant of good faith and fair dealing.dealing.1