Common use of Mergers and Fundamental Changes Clause in Contracts

Mergers and Fundamental Changes. Borrower will not, nor will it permit any of its Subsidiaries to, (a) enter into any transaction of merger or (b) consolidate, liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided, that: (i) a Person (including a Subsidiary of the Borrower but not the Borrower) may be merged or consolidated with or into the Borrower so long as (A) the Borrower shall be the continuing or surviving entity, (B) no Default or Event of Default shall exist or be caused thereby, and (C) the Borrower remains liable for its obligations under this Agreement and all the rights and remedies hereunder remain in full force and effect, (ii) a Subsidiary of the Borrower may merge with or into another Subsidiary of the Borrower or any other Person, (iii) any Subsidiary of the Borrower may liquidate, wind up or dissolve if the Borrower determines in good faith that such liquidation or dissolution is in the best interests of the Borrower and is not materially disadvantageous to the Lenders and (iv) the Borrower may enter into a definitive agreement with respect to or effecting a Partnership Rollup Event or a Partnership Restructuring Event or otherwise merge with or into ETRN or any Subsidiary thereof, so long as (A) no Default or Event of Default shall exist or be caused thereby, (B) the Borrower continues in existence or the surviving entity assumes the Borrower’s obligations under this Agreement pursuant to an agreement reasonably satisfactory to the Administrative Agent, (C) the Borrower continues in existence or the surviving entity has an Investment Grade Rating, and (D) the Lenders have, to the extent reasonably requested prior to the closing of such transaction, satisfied reasonably required “know your customer” diligence on any counterparty in connection with such transaction.

Mergers and Fundamental Changes. Borrower will not, nor will it permit any of its Subsidiaries to, (a) enter into any transaction of merger or (b) consolidate, liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided, that: (i) a Person (including a Subsidiary of the Borrower but not the Borrower) may be merged or consolidated with or into the Borrower so long as (A) the Borrower shall be the continuing or surviving entity, (B) no Default or Event of Default shall exist or be caused thereby, and (C) the Borrower remains liable for its obligations under this Agreement and all the rights and remedies hereunder remain in full force and effect, (ii) a Subsidiary of the Borrower may merge with or into another Subsidiary of the Borrower or any other Person, (iii) any Subsidiary of the Borrower may liquidate, wind up or dissolve if the Borrower determines in good faith that such liquidation or dissolution is in the best interests of the Borrower and is not materially disadvantageous to the Lenders and (iv) the Borrower may enter into a definitive agreement with respect to or effecting a Partnership Rollup Event or a Partnership Restructuring Event or otherwise merge with or into ETRN or any Subsidiary thereofEQGP in a transaction in which EQGP survives, so long as (A) no Default or Event of Default shall exist or be caused thereby, (B) the Borrower continues in existence or the surviving entity EQGP assumes the Borrower’s obligations under this Agreement pursuant to an agreement reasonably satisfactory to the Administrative Agent, and (C) the Borrower continues in existence or general partner of the surviving entity has an Investment Grade Rating, and (D) the Lenders have, to the extent reasonably requested prior to the closing is a Subsidiary of EQT Corporation or of a Permitted Transferee immediately following such transaction, satisfied reasonably required “know your customer” diligence on any counterparty in connection with such transactionmerger.

Mergers and Fundamental Changes. Borrower will not, nor will it permit any of its Subsidiaries to, (a) enter into any transaction of merger or (b) consolidate, liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided, that: (i) a Person (including a Subsidiary of the Borrower but not the Borrower) may be merged or consolidated with or into the Borrower so long as (A) the Borrower shall be the continuing or surviving entity, (B) no Default or Event of Default shall exist or be caused thereby, and (C) the Borrower remains liable for its obligations under this Agreement and all the rights and remedies hereunder remain in full force and effect, (ii) a Subsidiary of the Borrower may merge with or into another Subsidiary of the Borrower or any other Person, provided that if such Subsidiary is a Guarantor the surviving entity of such merger is a Guarantor, (iii) any Subsidiary of the Borrower may liquidate, wind up or dissolve if the Borrower determines in good faith that such liquidation or dissolution is in the best interests of the Borrower and is not materially disadvantageous to the Lenders and (iv) the Borrower may enter into a definitive agreement with respect to or effecting a Partnership Rollup Event or a Partnership Restructuring Event or otherwise merge with or into ETRN or any Subsidiary thereofmay merge with EQGP and/or EQM in a transaction in which the Borrower or such Subsidiary survives, so long as (A) no Default or Event of Default shall exist or be caused thereby. For the avoidance of doubt, (B) this Section 7.05 does not prohibit or in any way restrict the merger of two Unrestricted Subsidiaries or a merger between an Unrestricted Subsidiary, on the one hand, and any Person other than the Borrower continues in existence or a Subsidiary, on the surviving entity assumes the Borrower’s obligations under this Agreement pursuant to an agreement reasonably satisfactory to the Administrative Agent, (C) the Borrower continues in existence or the surviving entity has an Investment Grade Rating, and (D) the Lenders have, to the extent reasonably requested prior to the closing of such transaction, satisfied reasonably required “know your customer” diligence on any counterparty in connection with such transactionother hand.

Mergers and Fundamental Changes. Borrower will not, nor will it permit any of its Subsidiaries to, (a) enter into any transaction of merger or (b) consolidate, liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided, that: (i) a Person (including a Subsidiary of the Borrower but not the Borrower) may be merged or consolidated with or into the Borrower so long as (A) the Borrower shall be the continuing or surviving entity, (B) no Default or Event of Default shall exist or be caused thereby, and (C) the Borrower remains liable for its obligations under this Agreement and all the rights and remedies hereunder remain in full force and effect, (ii) a Subsidiary of the Borrower may merge with or into another Subsidiary of the Borrower or any other Person, (iii) any Subsidiary of the Borrower may liquidate, wind up or dissolve if the Borrower determines in good faith that such liquidation or dissolution is in the best interests of the Borrower and is not materially disadvantageous to the Lenders and (iv) the Borrower may enter into a definitive agreement with respect to or effecting a Partnership Rollup Event or a Partnership Restructuring Event or otherwise merge with or into ETRN EQGP, a Permitted Transferee or any Subsidiary thereofsubsidiary of the foregoing in a transaction in which EQGP, such Permitted Transferee or such subsidiary survives, so long as (A) no Default or Event of Default shall exist or be caused thereby, (B) the Borrower continues in existence EQGP, such Permitted Transferee or the surviving entity such subsidiary, as applicable, assumes the Borrower’s obligations under this Agreement pursuant to an agreement reasonably satisfactory to the Administrative Agent, (C) the Borrower continues in existence or general partner, if any, of the surviving entity is a subsidiary of a Permitted Transferee immediately following such merger, (D) in the case of a merger with a Permitted Transferee or any subsidiary thereof (other than the Borrower, EGQP or any subsidiary thereof), such Permitted Transferee or such subsidiary, as applicable, after giving effect to such merger has an Investment Grade Rating, and (DE) the Lenders have, to the extent reasonably requested prior to the closing of such transaction, have satisfied reasonably required “know your customer” diligence on any counterparty in connection with EQGP, such transactionPermitted Transferee or such subsidiary, as applicable.