Common use of Ownership of Rice Poseidon Clause in Contracts

Ownership of Rice Poseidon. The Operating Company owns, and on the Closing Date will own, 100% of the limited liability company interests in Rice Poseidon; such limited liability company interests have been duly authorized and validly issued in accordance with the limited liability company agreement of Rice Poseidon (the “Rice Poseidon LLC Agreement”) and are fully paid (to the extent required under the Rice Poseidon LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and such limited liability company interests are owned free and clear of all Liens (except for (i) restrictions on transferability contained in the Rice Poseidon LLC Agreement, (ii) Liens created or arising under the Delaware LLC Act and (iii) Liens created or arising under the Revolving Credit Facility).

Ownership of Rice Poseidon. The Operating Company Rice OpCo owns, and on the Closing at each Delivery Date will own, 100% of the limited liability company interests in Rice Poseidon; such limited liability company interests have been duly authorized and validly issued in accordance with the limited liability company agreement Limited Liability Company Agreement of Rice Poseidon Poseidon, dated May 23, 2013 (the “Rice Poseidon LLC Agreement”) and are fully paid (to the extent required under the Rice Poseidon LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and such limited liability company interests are owned free and clear of all Liens (except for (i) restrictions on transferability contained in the Rice Poseidon LLC Agreement, (ii) Liens created or arising under the Delaware LLC Act and (iii) Liens created or arising under the Revolving Credit Facility).