Common use of No Conflicts or Violations; No Default Clause in Contracts

No Conflicts or Violations; No Default. None of the Partnership Entities is (A) in violation of its respective Organizational Documents, or (B) in breach of, in default under or violation of (nor has any event occurred which with notice, lapse of time or both would result in any breach of, default under or violation of or give the holder of any indebtedness (or a person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a part of such indebtedness under) any indenture, mortgage, deed of trust, bank loan or credit agreement or other evidence of indebtedness, or any license, lease, contract or other agreement or instrument to which it is a party or by which it or any of its properties may be bound or affected, or (C) in violation of any federal, state, local or foreign law, regulation or rule, or (D) in violation of any rule or regulation of any self-regulatory organization or other non-governmental regulatory authority (including, without limitation, the rules and regulations of NYSE Arca), or (E) in violation of any decree, judgment or order applicable to any of the Partnership Entities or any of their properties, which breach, default or violation in the case of Clauses (B), (C), (D) and (E) above, would, if continued, have, individually or in the aggregate, a Material Adverse Effect, affect the validity of the Units or prevent or materially interfere with consummation of the transactions contemplated by this Agreement, including the Offering, the other transactions contemplated by the Registration Statement, the Preliminary Prospectus, the Prospectus and the Permitted Free Writing Prospectus, if any, the Transactions and the Operative Documents; and none of (i) the execution, delivery and performance of this Agreement and the Operative Documents by the parties thereto, (ii) the offering, issuance and sale of the Units or (iii) the consummation of the transactions contemplated hereby and thereby (including, without limitation, the Transactions) will conflict with, result in any breach or violation of or constitute a default under, or constitute any event which, with notice, lapse of time or both, would result in any breach or violation of, constitute a default under or give the holder of any indebtedness (or a person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a part of such indebtedness under, or result in the creation or imposition of a Lien, charge or encumbrance on any property or assets of the Partnership Entities pursuant to (I) any Organizational Document, or (II) any indenture, mortgage, deed of trust, bank loan or credit agreement or other evidence of indebtedness, or any license, lease, contract or other agreement or instrument to which any of the Partnership Entities is a party or by which any of them or any of their respective properties may be bound or affected, or (III) any federal, state, local or foreign law, regulation or rule, or (IV) any rule or regulation of any self-regulatory organization or other non-governmental regulatory authority (including, without limitation, the rules and regulations of NYSE Arca), or (V) any decree, judgment or order applicable to any of the Partnership Entities or any of their respective properties, which conflicts, breaches, violation or defaults, in the case of clauses (II), (III), (IV) or (V) above, would, individually or in the aggregate, have a Material Adverse Effect, affect the validity of the Units or prevent or materially interfere with consummation of the transactions contemplated by this Agreement, including the Offering, the other transactions contemplated by the Registration Statement, the Preliminary Prospectus, the Prospectus and the Permitted Free Writing Prospectus, if any, the Transactions and the Operative Documents.

No Conflicts or Violations; No Default. None of the Partnership Entities is (A) in violation of its respective Organizational Documentsformation, governing or any other organizational documents, or (B) in breach of, in default under or violation of (nor has any event occurred which with notice, lapse of time or both would result in any breach of, default under or violation of or give the holder of any indebtedness (or a person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a any part of such indebtedness under) any indenture, mortgage, deed of trust, bank loan or credit agreement or other evidence of indebtedness, or any license, lease, contract or other agreement or instrument to which it any of the Partnership Entities is a party or by which it any of them or any of its their respective properties may be bound or affected, or (C) in violation of any federal, state, local or foreign law, regulation or rule, or (D) in violation of any rule or regulation of any self-regulatory organization or other non-governmental regulatory authority (including, without limitation, the rules and regulations of NYSE Arcathe NYSE), or (E) in violation of any decree, judgment or order applicable to any of the Partnership Entities or any of their respective properties, which breach, default or violation violation, in the case of Clauses clauses (B), (C), (D) and (E) above, would, if continued, have, individually or in the aggregate, a Material Adverse Effect, affect the validity of the Units Effect or prevent or materially interfere with the consummation of the transactions contemplated by this Agreement, including the Offering, the other transactions contemplated by the Registration Statement, the any Preliminary Prospectus, the Prospectus and the any Permitted Free Writing Prospectus, if anythe Transactions, the Transactions Transaction Documents and the Operative Documents; and none of (i) the . The execution, delivery and performance of this Agreement and the Operative Documents by the parties theretoEAC Parties, (ii) the offering, issuance and sale of the Units or (iii) and the consummation of the transactions contemplated hereby and thereby will not (including, without limitation, the TransactionsI) will conflict with, result in any breach or violation of or constitute a default under, or under (nor constitute any event which, which with notice, lapse of time or both, both would result in any breach or violation ofof or constitute a default under) the Organizational Documents of any of the Partnership Entities, or any federal, state, local or foreign law, regulation or rule or any decree, judgment or order applicable to any of the Partnership Entities, except as disclosed in the Registration Statement, any Preliminary Prospectus, the Prospectus and any Permitted Free Writing Prospectus or (II) conflict with, result in any breach or violation of or constitute a default under (nor constitute any event which with notice, lapse of time or give the holder of any indebtedness (or a person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a part of such indebtedness under, or both would result in the creation any breach or imposition violation of or constitute a Lien, charge or encumbrance on any property or assets of the Partnership Entities pursuant to (I) any Organizational Document, or (IIdefault under) any indenture, mortgage, deed of trust, bank loan or credit agreement or other evidence of indebtedness, or any license, lease, contract or other agreement or instrument to which any of the Partnership Entities Entity is a party or by which any of them or any of their respective properties may be bound or affected, or (III) any federal, state, local or foreign law, regulation or rule, or (IV) any rule or regulation of any self-regulatory organization or other non-governmental regulatory authority (including, without limitation, the rules and regulations of NYSE Arca), or (V) any decree, judgment or order applicable to any of the Partnership Entities or any of their respective properties, which conflicts, breaches, violation or defaults, except as disclosed in the case of clauses (II), (III), (IV) or (V) above, would, individually or in the aggregate, have a Material Adverse Effect, affect the validity of the Units or prevent or materially interfere with consummation of the transactions contemplated by this Agreement, including the Offering, the other transactions contemplated by the Registration Statement, the any Preliminary Prospectus, the Prospectus and the any Permitted Free Writing Prospectus, if anyand for any such breach, the Transactions and the Operative Documentsviolation or default that would not have a Material Adverse Effect.

No Conflicts or Violations; No Default. None of the Partnership Eagle Rock Entities is (A) in violation of its respective Organizational Documentsformation, governing or any other organizational documents, or (B) in breach of, in default under or violation of (nor has any event occurred which with notice, lapse of time or both would result in any breach of, default under or violation of or give the holder of any indebtedness (or a person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a part of such indebtedness under) any indenture, mortgage, deed of trust, bank loan or credit agreement or other evidence of indebtedness, or any license, lease, contract or other agreement or instrument to which it is a party or by which it or any of its properties may be bound or affected, or (C) in violation of any federal, state, local or foreign law, regulation or rule, or (D) in violation of any rule or regulation of any self-regulatory organization or other non-governmental regulatory authority (including, without limitation, the rules and regulations of NYSE Arcathe NASDAQ), or (E) in violation of any decree, judgment or order applicable to any of the Partnership Eagle Rock Entities or any of their properties, which breach, default or violation in the case of Clauses (B), (C), (D) and (E) above, would, if continued, have, individually or in the aggregate, a Material Adverse Effect, affect the validity of the Units or prevent or materially interfere with consummation of the transactions contemplated by this Agreement, including the Offering, the other transactions contemplated by the Registration Statement, the Preliminary Prospectus, the Prospectus and the Permitted Free Writing Prospectus, if any, the Transactions Transactions, the Transaction Documents and the Operative Documents; and none of (i) the execution, delivery and performance of this Agreement Agreement, the Transaction Documents and the Operative Documents by the parties thereto, (ii) the offering, issuance and sale of the Units or (iii) the consummation of the transactions contemplated hereby and thereby (including, without limitation, the Transactions) will conflict with, result in any breach or violation of or constitute a default under, or constitute any event which, with notice, lapse of time or both, would result in any breach or violation of, constitute a default under or give the holder of any indebtedness (or a person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a part of such indebtedness under, or result in the creation or imposition of a Lien, charge or encumbrance on any property or assets of the Partnership Eagle Rock Entities pursuant to (I) any Organizational Documentformation, governing or any other organizational document of any of the Eagle Rock Entities, or (II) any indenture, mortgage, deed of trust, bank loan or credit agreement or other evidence of indebtedness, or any license, lease, contract or other agreement or instrument to which any of the Partnership Eagle Rock Entities is a party or by which any of them or any of their respective properties may be bound or affected, or (III) any federal, state, local or foreign law, regulation or rule, or (IV) any rule or regulation of any self-regulatory organization or other non-governmental regulatory authority (including, without limitation, the rules and regulations of NYSE Arcathe NASDAQ), or (V) any decree, judgment or order applicable to any of the Partnership Eagle Rock Entities or any of their respective properties, which conflicts, breaches, violation or defaults, in the case of clauses (II), (III), (IV) or (V) above, would, individually or in the aggregate, have a Material Adverse Effect, affect the validity of the Units or prevent or materially interfere with consummation of the transactions contemplated by this Agreement, including the Offering, the other transactions contemplated by the Registration Statement, the Preliminary Prospectus, the Prospectus and the Permitted Free Writing Prospectus, if any, the Transactions Transactions, the Transaction Documents and the Operative Documents.

No Conflicts or Violations; No Default. None of the Partnership Entities is (A) in violation of its respective Organizational Documents, or (B) in breach of, in default under or violation of (nor has any event occurred which with notice, lapse of time or both would result in any breach of, default under or violation of or give the holder of any indebtedness (or a person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a any part of such indebtedness under) any indenture, mortgage, deed of trust, bank loan or credit agreement or other evidence of indebtedness, or any license, lease, contract or other agreement or instrument to which it any of the Partnership Entities is a party or by which it any of them or any of its their respective properties may be bound or affected, or (C) in violation of any federal, state, local or foreign law, regulation or rule, or (D) in violation of any rule or regulation of any self-regulatory organization or other non-governmental regulatory authority (including, without limitation, the rules and regulations of NYSE Arcathe NYSE), or (E) in violation of any decree, judgment or order applicable to any of the Partnership Entities or any of their respective properties, which breach, default or violation violation, in the case of Clauses clauses (B), (C), (D) and (E) above, would, if continued, have, individually or in the aggregate, a Material Adverse Effect, affect the validity of the Units Effect or prevent or materially interfere with the consummation of the transactions contemplated by the Purchase and Sale Agreement or this Agreement, including the Offering, the other transactions contemplated by the Registration Statement, the Preliminary Prospectus, the Prospectus Pricing Disclosure Package and the Permitted Free Writing Prospectus, if any, the Transactions and the Operative Documents; and none of (i) the . The execution, delivery and performance of this Agreement and the Operative Documents by the parties Partnership Entities, the execution, delivery and performance of the Purchase and Sale Agreement by the Partnership Entities a party thereto, (ii) the offering, issuance and sale of the Units or (iii) and the consummation of the transactions contemplated hereby and thereby by the Purchase and Sale Agreement will not (including, without limitation, the TransactionsI) will conflict with, result in any breach or violation of or constitute a default under, or under (nor constitute any event which, which with notice, lapse of time or both, both would result in any breach or violation ofof or constitute a default under) the Organizational Documents of any of the Partnership Entities, or any federal, state, local or foreign law, regulation or rule or any decree, judgment or order applicable to any of the Partnership Entities, except as disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus or (II) conflict with, result in any breach or violation of or constitute a default under (nor constitute any event which with notice, lapse of time or give the holder of any indebtedness (or a person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a part of such indebtedness under, or both would result in the creation any breach or imposition violation of or constitute a Lien, charge or encumbrance on any property or assets of the Partnership Entities pursuant to (I) any Organizational Document, or (IIdefault under) any indenture, mortgage, deed of trust, bank loan or credit agreement or other evidence of indebtedness, or any license, lease, contract or other agreement or instrument to which any of the Partnership Entities Entity is a party or by which any of them or any of their respective properties may be bound or affected, or (III) any federal, state, local or foreign law, regulation or rule, or (IV) any rule or regulation of any self-regulatory organization or other non-governmental regulatory authority (including, without limitationexcept as disclosed in the Registration Statement, the rules Pricing Disclosure Package and regulations of NYSE Arca)the Prospectus, or (V) and for any decree, judgment or order applicable to any of the Partnership Entities or any of their respective properties, which conflicts, breachessuch breach, violation or defaults, in the case of clauses (II), (III), (IV) or (V) above, would, individually or in the aggregate, default that would not have a Material Adverse Effect, affect the validity of the Units or prevent or materially interfere with consummation of the transactions contemplated by this Agreement, including the Offering, the other transactions contemplated by the Registration Statement, the Preliminary Prospectus, the Prospectus and the Permitted Free Writing Prospectus, if any, the Transactions and the Operative Documents.

No Conflicts or Violations; No Default. None of the Partnership Entities is (A) in violation of its respective Organizational Documents, or (B) in breach of, in default under or violation of (nor has any event occurred which with notice, lapse of time or both would result in any breach of, default under or violation of or give the holder of any indebtedness (or a person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a any part of such indebtedness under) any indenture, mortgage, deed of trust, bank loan or credit agreement or other evidence of indebtedness, or any license, lease, contract or other agreement or instrument to which it any of the Partnership Entities is a party or by which it any of them or any of its their respective properties may be bound or affected, or (C) in violation of any federal, state, local or foreign law, regulation or rule, or (D) in violation of any rule or regulation of any self-regulatory organization or other non-governmental regulatory authority (including, without limitation, the rules and regulations of NYSE Arcathe NYSE), or (E) in violation of any decree, judgment or order applicable to any of the Partnership Entities or any of their respective properties, which breach, default or violation violation, in the case of Clauses clauses (B), (C), (D) and (E) above, would, if continued, have, individually or in the aggregate, a Material Adverse Effect, affect the validity of the Units Effect or prevent or materially interfere with the consummation of the transactions contemplated by this Agreement, including the Offering, the other transactions contemplated by the Registration Statement, the Preliminary Prospectus, the Prospectus Pricing Disclosure Package and the Permitted Free Writing Prospectus, if any, the Transactions and the Operative Documents; and none of (i) the . The execution, delivery and performance of this Agreement and the Operative Documents by the parties theretoPartnership Entities, (ii) the offering, issuance and sale of the Units or (iii) and the consummation of the transactions contemplated hereby and thereby will not (including, without limitation, the TransactionsI) will conflict with, result in any breach or violation of or constitute a default under, or under (nor constitute any event which, which with notice, lapse of time or both, both would result in any breach or violation ofof or constitute a default under) the Organizational Documents of any of the Partnership Entities, or any federal, state, local or foreign law, regulation or rule or any decree, judgment or order applicable to any of the Partnership Entities, except as disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus or (II) conflict with, result in any breach or violation of or constitute a default under (nor constitute any event which with notice, lapse of time or give the holder of any indebtedness (or a person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a part of such indebtedness under, or both would result in the creation any breach or imposition violation of or constitute a Lien, charge or encumbrance on any property or assets of the Partnership Entities pursuant to (I) any Organizational Document, or (IIdefault under) any indenture, mortgage, deed of trust, bank loan or credit agreement or other evidence of indebtedness, or any license, lease, contract or other agreement or instrument to which any of the Partnership Entities Entity is a party or by which any of them or any of their respective properties may be bound or affected, or (III) any federal, state, local or foreign law, regulation or rule, or (IV) any rule or regulation of any self-regulatory organization or other non-governmental regulatory authority (including, without limitationexcept as disclosed in the Registration Statement, the rules Pricing Disclosure Package and regulations of NYSE Arca)the Prospectus, or (V) and for any decree, judgment or order applicable to any of the Partnership Entities or any of their respective properties, which conflicts, breachessuch breach, violation or defaults, in the case of clauses (II), (III), (IV) or (V) above, would, individually or in the aggregate, default that would not have a Material Adverse Effect, affect the validity of the Units or prevent or materially interfere with consummation of the transactions contemplated by this Agreement, including the Offering, the other transactions contemplated by the Registration Statement, the Preliminary Prospectus, the Prospectus and the Permitted Free Writing Prospectus, if any, the Transactions and the Operative Documents.

No Conflicts or Violations; No Default. None of the Partnership Energy Transfer Entities is (A) in violation of its respective Organizational Documentsformation, governing or any other organizational documents, or (B) in breach of, in default under or violation of (nor has any event occurred which with notice, lapse of time or both would result in any breach of, default under or violation of or give the holder of any indebtedness (or a person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a any part of such indebtedness under) any indenture, mortgage, deed of trust, bank loan or credit agreement or other evidence of indebtedness, or any license, lease, contract or other agreement or instrument to which it any of the Energy Transfer Entities is a party or by which it any of them or any of its their respective properties may be bound or affected, or (C) in violation of any federal, state, local or foreign law, regulation or rule, or (D) in violation of any rule or regulation of any self-regulatory organization or other non-governmental regulatory authority (including, without limitation, the rules and regulations of NYSE Arcathe NYSE), or (E) in violation of any decree, judgment or order applicable to any of the Partnership Energy Transfer Entities or any of their respective properties, which breach, default or violation violation, in the case of Clauses clauses (B), (C), (D) and (E) above, would, if continued, have, individually or in the aggregate, a Material Adverse Effect, affect Effect or could materially impair the validity ability of the Units or prevent or materially interfere with consummation of the transactions contemplated by ETE Entities to perform their obligations under this Agreement, including the Offering, the other transactions contemplated by the Registration Statement, the Preliminary Prospectus, the Prospectus and the Permitted Free Writing Prospectus, if any, the Transactions and the Operative Documents; and none of (i) the execution, delivery and performance of this Agreement and the Operative Documents by the parties thereto, (ii) the offering, issuance offering and sale of the Units or (iii) the consummation of the transactions contemplated hereby and thereby (including, without limitation, the Transactions) will conflict with, result in any breach or violation of or constitute a default under, or nor constitute any event which, which with notice, lapse of time or both, both would result in any breach or violation of, of or constitute a default under or give the holder of any indebtedness (or a person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a part of such indebtedness under, or result in the creation or imposition of a Lien, charge or encumbrance Lien on any property or assets of any of the Partnership Energy Transfer Entities pursuant to (I) any Organizational Documentformation, governing or any other organizational document of any of the Energy Transfer Entities, or (II) any indenture, mortgage, deed of trust, bank loan or credit agreement or other evidence of indebtedness, or any license, lease, contract or other agreement or instrument to which any of the Partnership Energy Transfer Entities is a party or by which any of them or any of their respective properties may be bound or affected, or (III) any federal, state, local or foreign law, regulation or rule, or (IV) any rule or regulation of any self-regulatory organization or other non-governmental regulatory authority (including, without limitation, the rules and regulations of NYSE Arcathe NYSE), or (V) any decree, judgment or order applicable to any of the Partnership Energy Transfer Entities or any of their respective properties, which conflicts, breaches, violation violations or defaults, in the case of clauses clause (II), (III), (IV) or (V) above, would, individually or in the aggregate, have a Material Adverse Effect, affect the validity of the Units or prevent or materially interfere with consummation of the transactions contemplated by this Agreement, including the Offering, the other transactions contemplated by the Registration Statement, the Preliminary Prospectus, the Prospectus and the Permitted Free Writing Prospectus, if any, the Transactions and the Operative Documents.