Common use of Ownership of the General Partner Clause in Contracts

Ownership of the General Partner. Western Gas Equity Partners, LP, a Delaware limited partnership (“WGP”), is the sole member of the General Partner, with a 100% membership interest in the General Partner; such membership interest has been duly authorized and validly issued in accordance with the limited liability company agreement of the General Partner, as in effect as of the date hereof and at the time of purchase (the “General Partner LLC Agreement”), and is fully paid (to the extent required by the General Partner LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware Limited Liability Company Act (the “Delaware LLC Act”)); and WGP owns such membership interest free and clear of all liens, encumbrances, security interests, charges or claims (“Liens”).

Ownership of the General Partner. Western Gas Equity Partners, LP, a Delaware limited partnership (“WGP”), is the sole member of the General Partner, with a 100% membership interest in the General Partner; such membership interest has been duly authorized and validly issued in accordance with the limited liability company agreement of the General Partner, as in effect as of the date hereof and at the time of purchase and each additional time of purchase, if any (the “General Partner LLC Agreement”), and is fully paid (to the extent required by the General Partner LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections Section 18-607 and 18-804 of the Delaware Limited Liability Company Act (the “Delaware LLC Act”)); and WGP owns such membership interest free and clear of all liens, encumbrances, security interests, charges or claims (“Liens”).

Ownership of the General Partner. Western Gas Equity PartnersResources, LPInc., a Delaware limited partnership corporation (“WGPWGR”), is the sole member of the General Partner, with a 100% membership interest in the General Partner; such membership interest has been duly authorized and validly issued in accordance with the limited liability company agreement of the General Partner, as in effect as of the date hereof and at the time of purchase and each additional time of purchase, if any (the “General Partner LLC Agreement”), and is fully paid (to the extent required by the General Partner LLC Agreement) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware Limited Liability Company Act (the “Delaware LLC Act”)); and WGP WGR owns such membership interest free and clear of all liensLiens, encumbrancesexcept for restrictions on transferability contained in the General Partner LLC Agreement or as otherwise described in the Registration Statement (excluding the exhibits thereto), security interests, charges or claims (“Liens”)the Pricing Disclosure Package and the Prospectus.