Common use of Licenses; Permits Clause in Contracts

Licenses; Permits. Except as set forth in Disclosure Schedule 3.12: (a) SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline have all licenses, permits and authorizations issued or granted by Governmental Authorities (collectively, “Permits”) that are material and necessary for the conduct of SemCrude Pipeline’s and White Cliffs Pipeline’s businesses as they are now being conducted, (b) all such Permits are validly held by SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline and are in full force and effect in all material respects, (c) SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline have complied in all material respects with the terms and conditions of such Permits and (d) such Permits will not be subject to suspension, modification, revocation or non-renewal as a result of the execution and delivery of this Agreement and the Contributing Parties Ancillary Documents or the consummation of the transactions contemplated hereby or thereby, except as would not, individually or in the aggregate, have (or be reasonably expected to have) a Material Adverse Effect (including such Permits that are not customarily obtained prior to the Closing and are reasonably expected to be obtained in the ordinary course of business consistent with past practices following the Closing). No proceeding is pending or, to the Contributing Parties’ Knowledge, threatened with respect to any alleged failure by SemCrude Pipeline or White Cliffs Pipeline to have any material Permit necessary for the operation of any of SemCrude Pipeline’s or White Cliffs Pipeline’s assets or the conduct of their respective businesses or to be in material compliance therewith. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this Section 3.12 relating to Environmental Permits, which are exclusively addressed in Section 3.11.

Licenses; Permits. Except as set forth in Disclosure Schedule 3.12: (a) SemCrude Pipeline andAll Material Permits, including all material Permits relating to the Contributing Parties’ KnowledgeOperational Assets, White Cliffs Pipeline have all licenses, permits and authorizations issued or granted by Governmental Authorities (collectively, “Permits”) that are material and necessary for the conduct of SemCrude Pipeline’s and White Cliffs Pipeline’s businesses as they are now being conducted, (b) all such Permits are validly held by SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline and are in full force and effect and are validly held by EQT Gathering, AVC or Xxxxx, as applicable. (b) As of the date of this Agreement, except as set forth in Seller Disclosure Schedule 4.7(b), EQT Gathering, AVC and Xxxxx, as applicable, have all material respects, Permits relating to the Transferred Assets (the “Material Permits”). Seller Disclosure Schedule 4.7(b) sets forth a true and complete list of all material Permits that have been applied for and are pending in connection with the Expansions. (c) SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline have complied in all material respects with the terms and conditions of such Permits and (d) such Permits will not be subject to suspension, modification, revocation or non-renewal as a result of the execution and delivery of this Agreement and the Contributing Parties Ancillary Documents or the The consummation of the transactions contemplated hereby by this Agreement and the Ancillary Agreements will not cancel, suspend, terminate or therebyotherwise require modification of any Material Permits, except including any material Permits relating to the Operational Assets, other than any modifications to any Material Permits that might be necessary or required in connection with the transfer of such Permits to EQM Gathering Opco, Equitrans LP or Equitrans Investments, as would notapplicable, and which failure to so modify, individually or in the aggregate, have (or would not reasonably be reasonably expected to have) have a Seller Material Adverse Effect Effect. (d) Each of EQT Gathering, AVC and Xxxxx has complied in all material respects with all terms and conditions of the Material Permits, including such any Permits that are not customarily obtained prior relating to the Closing and are reasonably expected Operational Assets. (e) There is no outstanding written notice, nor to be obtained in the ordinary course EQT Gathering’s or EQT Gathering Holdings’s Knowledge, any other notice of business consistent with past practices following the Closingsuspension, revocation, cancellation or termination of any Material Permit. (f) Except as set forth on Seller Disclosure Schedule 4.7(f). No , no proceeding is pending or, to the Contributing Parties’ EQT Gathering’s or EQT Gathering Holdings’s Knowledge, threatened with respect to any alleged failure by SemCrude Pipeline EQT Gathering, AVC or White Cliffs Pipeline Xxxxx to have any material Material Permit necessary for the operation of any of SemCrude Pipeline’s or White Cliffs Pipeline’s assets or the conduct of their respective businesses Transferred Assets or to be in material compliance therewith. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this Section 3.12 relating to Environmental Permits, which are exclusively addressed in Section 3.11.

Licenses; Permits. Except as set forth in Disclosure Schedule 3.12: , (a) SemCrude Pipeline the SNG Entities and, to the Contributing Parties’ El Paso’s Knowledge, White Cliffs Pipeline the Xxxx Express Entities and SLNG have all licenses, permits and authorizations issued or granted by Governmental Authorities (collectively, “Permits”) issued or granted by Governmental Authorities that are material and necessary for the conduct of SemCrude Pipelinethe SNG Entities’ and, to El Paso’s Knowledge, the Xxxx Express Entities’ and White Cliffs PipelineSLNG’s businesses business as they are it is now being conducted, (b) all such Permits are validly held by SemCrude Pipeline the SNG Entities and, to the Contributing Parties’ El Paso’s Knowledge, White Cliffs Pipeline the Xxxx Express Entities and SLNG and are in all material respects in full force and effect in all material respectseffect, (c) SemCrude Pipeline the SNG Entites and, to the Contributing Parties’ El Paso’s Knowledge, White Cliffs Pipeline the Xxxx Express Entities and SLNG have complied in all material respects with the terms and conditions of such Permits and (d) such Permits SNG Entities’ Permits, and to El Paso’s Knowledge, such other Permits, will not be subject to suspension, modification, revocation or non-renewal as a result of the execution and delivery of this Agreement and the Contributing Parties Parties’ Ancillary Documents or the consummation of the transactions contemplated hereby or thereby, except as would not, individually or in the aggregate, have (or be reasonably expected to have) a Material Adverse Effect (including such Permits that are not customarily obtained prior to the Closing and are reasonably expected to be obtained in the ordinary course of business consistent with past practices practice following the Closing). No With respect to the SNG Entities and, to El Paso’s Knowledge, with respect to the Xxxx Express Entities and SLNG, no proceeding is pending or, to the Contributing Parties’ Knowledge, or threatened with respect to any alleged failure by SemCrude Pipeline or White Cliffs Pipeline such Person to have any material Permit necessary for the operation of any of SemCrude Pipelinethe Xxxx Express Entities’, SLNG’s or White Cliffs Pipeline’s SNG Entities’ assets or the conduct of their respective businesses business or to be in material compliance therewith. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this This Section 3.12 relating does not include any matters with respect to Environmental Permits, which Laws; such matters are being addressed exclusively addressed in by Section 3.11.

Licenses; Permits. Except as set forth in Disclosure Schedule 3.12: (a) SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline GMH, GMP LLC and Wattenberg Holding have all licenses, permits and authorizations issued or granted by Governmental Authorities (collectively, “Permits”) that are material and necessary for the conduct of SemCrude PipelineGMH’s, GMP LLC’s and White Cliffs PipelineWattenberg Holding’s businesses as they are now being conducted, (b) all such Permits are validly held by SemCrude Pipeline GMH and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline by Wattenberg Holdings and GMP LLC are in full force and effect in all material respects, (c) SemCrude Pipeline GMH and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline Wattenberg Holdings and GMP LLC have complied in all material respects with the terms and conditions of such Permits and (d) such Permits will not be subject to suspension, modification, revocation or non-renewal as a result of the execution and delivery of this Agreement and the Contributing Parties Ancillary Documents or the consummation of the transactions contemplated hereby or thereby, except as would not, individually or in the aggregate, have (or be reasonably expected to have) a Material Adverse Effect (including such Permits that are not customarily obtained prior to the Closing and are reasonably expected to be obtained in the ordinary course of business consistent with past practices following the Closing). No proceeding is pending or, to the Contributing Parties’ Knowledge, threatened with respect to any alleged failure by SemCrude Pipeline GMH, GMP LLC or White Cliffs Pipeline Wattenberg Holding to have any material Permit necessary for the operation of any of SemCrude PipelineGMH’s, GMP LLC’s or White Cliffs PipelineWattenberg Holding’s assets or the conduct of their respective businesses or to be in material compliance therewith. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this Section 3.12 relating to Environmental Permits, which are exclusively addressed in Section 3.11.

Licenses; Permits. Except (a) As of the date of this Agreement, except as set forth in Disclosure Schedule 3.12: (a) SemCrude Pipeline and3.14, to the Contributing Parties’ Knowledge, White Cliffs Pipeline Contributed Entities have all licenses, permits and authorizations issued or granted or waived by Governmental Authorities that are necessary for the conduct of the Transferred Businesses as now being conducted (collectively, “Permits”) that are material and necessary ), except in each case for such items which the conduct of SemCrude Pipeline’s and White Cliffs Pipeline’s businesses as they are now being conducted, failure to obtain or have waived would not result in a Transferred Businesses Material Adverse Effect. (b) all such All Permits are validly held by SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline Contributed Entities and are in full force and effect in all material respectseffect, except as would not reasonably be expected to have a Transferred Businesses Material Adverse Effect. (c) SemCrude Pipeline and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline The Contributed Entities have complied in with all material respects with the terms and conditions of such Permits and the Permits, except as would not reasonably be expected to have a Transferred Businesses Material Adverse Effect. (d) The Permits (including such Permits that are not customarily obtained prior to the Closing and are reasonably expected to be obtained in the ordinary course of business following the Closing), a list of which has been provided to the Partnership Parties, will not be subject to suspension, modification, revocation or non-renewal as a result of the execution and delivery of this Agreement and the Contributing Parties Ancillary Documents Agreements or the consummation of the transactions contemplated hereby or thereby, except except, in each case, as would not, individually or in the aggregate, have (or reasonably be reasonably expected to have) have a Transferred Businesses Material Adverse Effect Effect. (including such Permits that are not customarily obtained prior to the Closing and are reasonably expected to be obtained in the ordinary course of business consistent with past practices following the Closing). e) No proceeding is pending or, to the Contributing Parties’ Knowledge, threatened with respect to any alleged failure by SemCrude Pipeline or White Cliffs Pipeline the Contributed Entities to have any material Permit necessary for the operation of any of SemCrude Pipeline’s or White Cliffs Pipeline’s assets Transferred Asset or the conduct of their respective businesses the Transferred Businesses or to be in material compliance therewith. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this Section 3.12 relating to Environmental Permits, which are exclusively addressed in Section 3.11.

Licenses; Permits. Except as set forth in Disclosure Schedule 3.12: , (a) SemCrude Pipeline the Cheyenne Entities and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline the CIG Entities have all licenses, permits and authorizations issued or granted by Governmental Authorities (collectively, “Permits”) issued or granted by Governmental Authorities that are material and necessary for the conduct of SemCrude Pipeline’s the Cheyenne Entities’ and White Cliffs Pipeline’s CIG Entities’ businesses as they are now being conducted, (b) all such Permits are validly held by SemCrude Pipeline the Cheyenne Entities and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline the CIG Entities and are in all material respects in full force and effect in all material respectseffect, (c) SemCrude Pipeline the Cheyenne Entities and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline the CIG Entities have complied in all material respects with the terms and conditions of such Permits and (d) such Permits Cheyenne Entities’ and, to the Contributing Parties’ Knowledge, such CIG Entities’ and such other Permits, will not be subject to suspension, modification, revocation or non-renewal as a result of the execution and delivery of this Agreement and the Contributing Parties Ancillary Documents or the consummation of the transactions contemplated hereby or thereby, except as would not, individually or in the aggregate, have (or be reasonably expected to have) a Material Adverse Effect (including such Permits that are not customarily obtained prior to the Closing and are reasonably expected to be obtained in the ordinary course of business consistent with past practices practice following the Closing). No With respect to the Cheyenne Entities and, to the Contributing Parties’ Knowledge, CIG Entities, no proceeding is pending or, to the Contributing Parties’ Knowledge, threatened with respect to any alleged failure by SemCrude Pipeline or White Cliffs Pipeline such Person to have any material Permit necessary for the operation of any of SemCrude Pipeline’s the Cheyenne Entities’ or White Cliffs Pipeline’s CIG Entities’ assets or the conduct of their respective businesses business or to be in material compliance therewith. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this This Section 3.12 relating does not include any matters with respect to Environmental Permits, which Laws; such matters are being addressed exclusively addressed in by Section 3.11.