Equitrans Midstream Corp Sample Contracts

FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT February 15, 2024
Credit Agreement • February 20th, 2024 • Equitrans Midstream Corp • Natural gas transmission • New York

THIS FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is by and among EQM Midstream Partners, LP, a Delaware limited partnership (the “Borrower”), the Lenders party hereto (collectively, the “Approving Lenders”) and Wells Fargo Bank, National Association, in its capacity as Administrative Agent (the “Administrative Agent”), Swing Line Lender, and an L/C Issuer under that certain Third Amended and Restated Credit Agreement, dated as of October 31, 2018, by and among the Borrower, the Approving Lenders, any other Lenders from time to time party thereto, the Administrative Agent and any other Persons named therein (as amended by that certain First Amendment to Third Amended and Restated Credit Agreement dated as of March 30, 2020, as amended by that certain Second Amendment to Third Amended and Restated Credit Agreement dated as of April 16, 2021, as amended by that certain Third Amendment to Third Amended and Restated Credit Agreement dated as of April 22

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EQUITRANS MIDSTREAM CORPORATION and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC Rights Agreement Dated as of November 13, 2018
Rights Agreement • November 13th, 2018 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

Rights Agreement, dated as of November 13, 2018, between Equitrans Midstream Corporation, a Pennsylvania corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, as rights agent (the “Rights Agent”).

U.S. $600,000,000 CREDIT AGREEMENT Dated as of December 31, 2018 among EQUITRANS MIDSTREAM CORPORATION, as Borrower, THE LENDERS PARTY HERETO, and GOLDMAN SACHS BANK USA, as Administrative Agent, PNC BANK, NATIONAL ASSOCIATION, as Collateral Agent...
Credit Agreement • December 31st, 2018 • Equitrans Midstream Corp • Natural gas transmission • New York

CREDIT AGREEMENT dated as of December 31, 2018 (this “Agreement”), among EQUITRANS MIDSTREAM CORPORATION, a corporation organized under the laws of Pennsylvania (the “Borrower”), the LENDERS party hereto from time to time, and GOLDMAN SACHS BANK USA, as administrative agent (in such capacity, together with any successor administrative agent appointed pursuant to the provisions of Article VIII, the “Administrative Agent”), and PNC BANK, NATIONAL ASSOCIATION, as collateral agent (in such capacity, together with any successor collateral agent appointed pursuant to the provisions of Article VIII, the “Collateral Agent”).

SEPARATION AND DISTRIBUTION AGREEMENT BY AND AMONG EQT CORPORATION, EQUITRANS MIDSTREAM CORPORATION AND, SOLELY FOR PURPOSES OF SECTION 2.13, EQT PRODUCTION COMPANY DATED AS OF NOVEMBER 12, 2018
Separation and Distribution Agreement • November 13th, 2018 • Equitrans Midstream Corp • Natural gas transmission • Delaware

This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of November 12, 2018 (this “Agreement”), is by and among EQT Corporation, a Pennsylvania corporation (“Parent”), Equitrans Midstream Corporation, a Pennsylvania corporation (“SpinCo”), and solely for purposes of Section 2.13, EQT Production Company, a Pennsylvania Corporation (“EPC”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.

CONFIDENTIALITY, NON-SOLICITATION and NON-COMPETITION AGREEMENT
Confidentiality, Non-Solicitation and Non-Competition Agreement • October 18th, 2018 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

This CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT (this “Agreement”) is entered into and effective as of August 9, 2018, by and between EQT Corporation, a Pennsylvania corporation (EQT Corporation and its subsidiary companies are hereinafter collectively referred to as the “Company”), and Thomas F. Karam (the “Employee”).

Equitrans Midstream Corporation
Restricted Stock Award Agreement • February 20th, 2024 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

by Equitrans Midstream Corporation (the “Company”) of [_______] restricted shares of the Company’s common stock (the “Common Stock”), pursuant to and subject to the provisions of the Equitrans Midstream Corporation 2018 Long-Term Incentive Plan (as amended from time to time, the “Plan”), and the terms and conditions set forth in this award agreement (this “Agreement”).

AMENDED AND RESTATED CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT
Confidentiality, Non-Solicitation and Non-Competition Agreement • January 22nd, 2019 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

This AMENDED AND RESTATED CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT (this “Agreement”) is entered into and is effective as of January 15, 2019, by and between Equitrans Midstream Corporation, a Pennsylvania corporation (Equitrans Midstream Corporation and its subsidiary companies are hereinafter collectively referred to as the “Company”), and Diana M. Charletta (the “Employee”). This Agreement amends and restates in its entirety that certain Confidentiality, Non-Solicitation and Non-Competition Agreement by and between EQT Corporation (“EQT”) and the Employee dated as of September 8, 2008 which was subsequently amended as of January 1, 2014 and January 1, 2015, and which was assigned by EQT to the Company at 11:59 p.m. ET on November 12, 2018 (the “Original Agreement”).

TRANSITION SERVICES AGREEMENT BY AND BETWEEN EQT CORPORATION AND EQUITRANS MIDSTREAM CORPORATION DATED AS OF NOVEMBER 12, 2018
Transition Services Agreement • November 13th, 2018 • Equitrans Midstream Corp • Natural gas transmission • Delaware

This TRANSITION SERVICES AGREEMENT, dated as of November 12, 2018 (this “Agreement”), is by and between EQT Corporation, a Pennsylvania corporation (“Parent”), and Equitrans Midstream Corporation, a Pennsylvania corporation (“SpinCo”).

AMENDMENT TO CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT
Confidentiality, Non-Solicitation and Non-Competition Agreement • October 18th, 2018 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

THIS AMENDMENT TO CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT (“Non-Compete Amendment”) is made effective as of January 1, 2014 (the “Effective Date”), by and between EQT Corporation (formerly known as Equitable Resources, Inc., and together with its subsidiary companies, the “Company”) and Phillip D Swisher (“Employee”) and amends the Confidentiality, Non-Solicitation and Non-Competition Agreement, dated as of September 8, 2008, by and between the Company and Employee (“Agreement”).

Dear [Name]:
Participant Award Agreement • February 20th, 2024 • Equitrans Midstream Corp • Natural gas transmission

Pursuant to the terms and conditions of the Equitrans Midstream Corporation 2018 Long-Term Incentive Plan (as amended from time to time, the “Plan”) and the 2024 Performance Share Unit Program (the “Program”), effective January 1, 2024, the Human Capital and Compensation Committee (the “Committee”) of the Board of Directors of Equitrans Midstream Corporation (the “Company”) grants you «NumberUnits» Target Performance Share Units (the “Award”), the value of which is determined by reference to the Company’s common stock. The terms and conditions of the Award, including, without limitation, vesting and distribution, shall be governed by the provisions of this Participant Award Agreement and the Program document attached hereto as Exhibit A; provided that the Award is also subject to the terms and limits included within the Plan. As approved, the Award will be settled in shares of Company common stock; provided, however, that the Committee retains the discretion for any reason to settle th

INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 18th, 2018 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

This Indemnification Agreement (this “Agreement”) is made effective as of [o] [o], 20[o], by and between Equitrans Midstream Corporation, a Pennsylvania corporation (the “Company”) and [o] (the “Indemnitee”), a director and/or officer of the Company.

OMNIBUS AGREEMENT among
Omnibus Agreement • November 13th, 2018 • Equitrans Midstream Corp • Natural gas transmission

This OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein) among Equitrans Midstream Corporation, a Pennsylvania corporation (“ETRN”), EQGP Holdings, LP, a Delaware limited partnership (the “Partnership”), EQGP Services, LLC, a Delaware limited liability company (the “General Partner”), and for the limited purposes set forth in Article III, EQM Midstream Partners, LP, a Delaware limited partnership (“EQM”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”

PREFERRED RESTRUCTURING AGREEMENT
Preferred Restructuring Agreement • March 2nd, 2020 • Equitrans Midstream Corp • Natural gas transmission • Delaware

This REGISTRATION RIGHTS AGREEMENT, dated as of [ · ], 2020 (this “Agreement”), is entered into by and among Equitrans Midstream Corporation, a Pennsylvania corporation (the “Company”), and each of the Persons set forth on Schedule A hereto (the “Purchasers”).

CREDIT LETTER AGREEMENT
Credit Letter Agreement • May 14th, 2020 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

This agreement (this “Letter Agreement”) is made as of February 26, 2020 (the “Effective Date”), by and between EQT Corporation, a Pennsylvania corporation (“EQT”), and EQM Midstream Partners, LP, a Delaware limited partnership (“EQM”). EQT and EQM are referred to herein collectively as the “Parties” and each, individually, as a “Party.”

March 1, 2019 Dear [Name]:
Participant Award Agreement • April 30th, 2019 • Equitrans Midstream Corp • Natural gas transmission

Pursuant to the terms and conditions of the Equitrans Midstream Corporation 2018 Long-Term Incentive Plan (as amended from time to time, the “Plan”) and the 2019 Performance Share Unit Program (the “Program”), effective January 1, 2019, the Management Development and Compensation Committee (the “Committee”) of the Board of Directors of Equitrans Midstream Corporation (the “Company”) grants you «NumberUnits» Target Performance Share Units (the “Award”), the value of which is determined by reference to the Company’s common stock. The terms and conditions of the Award, including, without limitation, vesting and distribution, shall be governed by the provisions of this Participant Award Agreement and the Program document attached hereto as Exhibit A; provided that the Award is also subject to the terms and limits included within the Plan. As approved, the Award will be settled in shares of Company common stock; however, the Committee retains the discretion to settle the Award in cash, Comp

FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EQM MIDSTREAM PARTNERS, LP A Delaware Limited Partnership Dated as of April 10, 2019
Agreement of Limited Partnership • November 5th, 2019 • Equitrans Midstream Corp • Natural gas transmission • Delaware

THIS FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EQM MIDSTREAM PARTNERS, LP, a Delaware limited partnership (the “Partnership”), dated as of April 10, 2019, is entered into by and among EQGP Services, LLC, a Delaware limited liability company (the “General Partner”), Equitrans Gathering Holdings, LLC, a Delaware limited liability company and a Limited Partner of the Partnership (“EGH”), EQM GP Corporation, a Delaware corporation and a Limited Partner of the Partnership (“EQM GP Corp”), and Equitrans Midstream Holdings, LLC, a Delaware limited liability company and a Limited Partner of the Partnership (“EMH”), together with any other Persons (as defined below) who are or who become Partners in the Partnership or parties hereto as provided herein.

SECONDMENT AGREEMENT
Secondment Agreement • November 13th, 2018 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

This SECONDMENT AGREEMENT (“Agreement”) is dated as of November 13, 2018 (the “Effective Date”) by and among Equitrans Midstream Corporation, a Pennsylvania corporation (“ETRN”), EQM Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), and EQM Midstream Services, LLC, a Delaware limited liability company and the general partner of the Partnership (“General Partner”). ETRN, the Partnership and the General Partner may be referred to herein individually as “Party” or collectively as “Parties.”

AGREEMENT AND PLAN OF MERGER by and among EQUITRANS MIDSTREAM CORPORATION, EQM LP CORPORATION,
Merger Agreement • March 2nd, 2020 • Equitrans Midstream Corp • Natural gas transmission • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of February 26, 2020 (this “Agreement”), is entered into by and among Equitrans Midstream Corporation, a Pennsylvania corporation (“Parent”), EQM LP Corporation, a Delaware corporation and a wholly owned Subsidiary of Parent (“EQM LP”), LS Merger Sub, LLC, a Delaware limited liability company and a wholly owned Subsidiary of EQM LP (“Merger Sub”), EQM Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), and EQGP Services, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”). Certain capitalized terms used in this Agreement are defined in Article I.

Contract
Purchase Agreement • February 22nd, 2024 • Equitrans Midstream Corp • Natural gas transmission • New York
SENIOR NOTES INDENTURE Dated as of February 26, 2024 Between EQM MIDSTREAM PARTNERS, LP and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee 6.375% SENIOR NOTES DUE 2029
Senior Notes Indenture • February 26th, 2024 • Equitrans Midstream Corp • Natural gas transmission • New York

INDENTURE, dated as of February 26, 2024, between EQM Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), and U.S. Bank Trust Company, National Association, as Trustee (the “Trustee”).

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • March 2nd, 2020 • Equitrans Midstream Corp • Natural gas transmission • Delaware

This SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of February 26, 2020, by and between EQT Corporation, a Pennsylvania corporation (“Seller”), and Equitrans Midstream Corporation, a Pennsylvania corporation (the “Company”). Seller and the Company are referred to herein collectively as the “Parties” and each, individually, as a “Party.”

TAX MATTERS AGREEMENT by and between EQT CORPORATION and EQUITRANS MIDSTREAM CORPORATION Dated as of November 12, 2018
Tax Matters Agreement • November 13th, 2018 • Equitrans Midstream Corp • Natural gas transmission • Delaware

This TAX MATTERS AGREEMENT (this “Agreement”) is entered into as of November 12, 2018, by and between EQT Corporation, a Pennsylvania corporation (“EQT”), and Equitrans Midstream Corporation, a Delaware corporation (“SpinCo” and collectively with EQT, the “Companies” and each, a “Company”).

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CHANGE OF CONTROL AGREEMENT
Confidentiality, Non-Solicitation and Change of Control Agreement • May 14th, 2020 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

This Confidentiality, Non-Solicitation and Change of Control Agreement (“Agreement”) is made effective as of March 31, 2020, by and between Equitrans Midstream Corporation, a Pennsylvania corporation (Equitrans Midstream Corporation and its subsidiary companies are hereinafter collectively referred to as the “Company”), and Brian P Pietrandrea (the “Employee”).

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • March 2nd, 2020 • Equitrans Midstream Corp • Natural gas transmission • Delaware

This SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of February 26, 2020, by and between EQT Corporation, a Pennsylvania corporation (“Seller”), and Equitrans Midstream Corporation, a Pennsylvania corporation (the “Company”). Seller and the Company are referred to herein collectively as the “Parties” and each, individually, as a “Party.”

CONFIDENTIALITY, NON-SOLICITATION and NON-COMPETITION AGREEMENT
Confidentiality, Non-Solicitation and Non-Competition Agreement • February 20th, 2024 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

This CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT (this “Agreement”) is entered into and effective as of July 26, 2023 (the “Effective Date”), by and between Equitrans Midstream Corporation, a Pennsylvania corporation (Equitrans Midstream Corporation and its subsidiary companies are herein collectively referred to as the “Company”), and Justin S. Macken (the “Employee”).

SHAREHOLDER AND REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN EQT CORPORATION AND EQUITRANS MIDSTREAM CORPORATION DATED AS OF NOVEMBER 12, 2018
Shareholder and Registration Rights Agreement • November 13th, 2018 • Equitrans Midstream Corp • Natural gas transmission • Delaware

This SHAREHOLDER AND REGISTRATION RIGHTS AGREEMENT, dated as of November 12, 2018 (this “Agreement”), is by and between EQT Corporation, a Pennsylvania corporation (“Parent”), and Equitrans Midstream Corporation, a Pennsylvania corporation (“SpinCo”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.

EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN EQT CORPORATION AND EQUITRANS MIDSTREAM CORPORATION DATED AS OF NOVEMBER 12, 2018
Employee Matters Agreement • November 13th, 2018 • Equitrans Midstream Corp • Natural gas transmission • Delaware

This EMPLOYEE MATTERS AGREEMENT, dated as of November 12, 2018 (this “Agreement”), is by and between EQT Corporation, a Pennsylvania corporation (“Parent”), and Equitrans Midstream Corporation, a Pennsylvania corporation (“SpinCo”).

SPECIFIC TERMS IN THIS LETTER AGREEMENT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND IS OF TYPE THAT EQUITRANS MIDSTREAM CORPORATION TREATS AS CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT AT THE APPROPRIATE...
Gas Gathering and Compression Agreement • November 2nd, 2021 • Equitrans Midstream Corp • Natural gas transmission

Reference is made to that certain Gas Gathering and Compression Agreement dated as of February 26, 2020 by and among EQT Corporation, EQT Production Company, Rice Drilling B LLC, and EQT Energy, LLC (collectively, “Producer”), and EQM Gathering Opco, LLC (“Gatherer”), as the same was amended by that certain First Amendment to Gas Gathering and Compression Agreement dated August 26, 2020, between Producer and Gatherer (as amended, the “Gathering Agreement”). All capitalized terms used but not otherwise defined in this letter agreement (“Letter Agreement”) shall have the meanings (if any) ascribed to them in the Gathering Agreement.

SPECIFIC TERMS IN THIS LETTER AGREEMENT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND ARE OF A TYPE THAT EQUITRANS MIDSTREAM CORPORATION TREATS AS CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT AT THE APPROPRIATE...
Gas Gathering and Compression Agreement • October 31st, 2023 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

Reference is made to that certain Gas Gathering and Compression Agreement dated as of February 26, 2020 by and among EQT Corporation, EQT Production Company, Rice Drilling B LLC and EQT Energy, LLC (collectively, “Producer”), and EQM Gathering Opco, LLC (“Gatherer”), as the same was amended by that certain First Amendment to Gas Gathering and Compression Agreement dated August 26, 2020, that Second Amendment to Gas Gathering and Compression Agreement dated December 6, 2021 and that Third Amendment to Gas Gathering Compression Agreement dated December 21, 2021 and that Fourth Amendment to Gas Gathering Compression Agreement dated January 23, 2023 between Producer and Gatherer (as amended, the “Gathering Agreement”). All capitalized terms used but not otherwise defined in this letter agreement (“Letter Agreement”) shall have the meanings (if any) ascribed to them in the Gathering Agreement.

GAS GATHERING AND COMPRESSION AGREEMENT BY AND BETWEEN
Gas Gathering and Compression Agreement • March 13th, 2020 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

This Gas Gathering and Compression Agreement (this “Agreement”), dated effective as of February 26, 2020 (the “Effective Date”), is by and between EQT Corporation, a Pennsylvania corporation, (“EQT Corp.”) EQT Production Company, a Pennsylvania corporation, Rice Drilling B LLC, a Delaware limited liability company and EQT Energy, LLC, a Delaware limited liability company, (collectively, “Producer”), and EQM Gathering Opco, LLC, a Delaware limited liability company (“Gatherer”). Producer and Gatherer may be referred to herein individually as a “Party” or collectively as the “Parties.”

SPECIFIC TERMS IN THIS LETTER AGREEMENT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND IS OF TYPE THAT EQUITRANS MIDSTREAM CORPORATION TREATS AS CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT AT THE APPROPRIATE...
Whipkey Interim Flow Letter Agreement • November 2nd, 2022 • Equitrans Midstream Corp • Natural gas transmission

Reference is made to (A) that certain Gathering Agreement dated November 25, 2015 (as amended, the “Whipkey Gathering Agreement”) by and between Rice Drilling B LLC (“RDB”) and EQM Gathering Opco, LLC, successor to EQM Poseidon Midstream LLC (“Gatherer”), and (B) that certain Gas Gathering and Compression Agreement dated as of February 26, 2020 by and among EQT Corporation, EQT Production Company, RDB and EQT Energy, LLC (collectively, “Producer”), and Gatherer, as the same was amended by that certain First Amendment to Gas Gathering and Compression Agreement dated August 26, 2020, that Second Amendment to Gas Gathering and Compression Agreement dated December 6, 2021 and that Third Amendment to Gas Gathering Compression Agreement dated December 21, 2021 between Producer and Gatherer (as amended, the “Trifecta Gathering Agreement”). All capitalized terms used but not otherwise defined in this letter agreement (“Letter Agreement”) shall have the meanings (if any) ascribed to them in the

LOAN AGREEMENT
Loan Agreement • March 6th, 2020 • Equitrans Midstream Corp • Natural gas transmission • New York

THIS LOAN AGREEMENT (“Agreement”) is entered into as of March 3, 2020 by and between EQM Midstream Partners, LP, a Delaware limited partnership (the “Lender”), and Equitrans Midstream Corporation, a Pennsylvania corporation (the “Borrower”). Each of the Borrower and the Lender are sometimes referred to herein collectively as the “Parties.”

FIRST AMENDMENT TO GAS GATHERING AND COMPRESSION AGREEMENT
Gas Gathering and Compression Agreement • November 3rd, 2020 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

THIS FIRST AMENDMENT TO GAS GATHERING AGREEMENT AND COMPRESSION AGREEMENT (this “Amendment”), dated August 26, 2020 (“Effective Date”), is made and entered into by and among EQT Corporation, a Pennsylvania corporation, (“EQT Corp.”) EQT Production Company, a Pennsylvania corporation, Rice Drilling B LLC, a Delaware limited liability company and EQT Energy, LLC, a Delaware limited liability company, (collectively, “Producer”), and EQM Gathering Opco, LLC, a Delaware limited liability company (“Gatherer”). Producer and Gatherer may be referred to herein individually as a “Party” or collectively as the “Parties.”

FIRST AMENDMENT TO CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT
Confidentiality, Non-Solicitation and Non-Competition Agreement • February 20th, 2024 • Equitrans Midstream Corp • Natural gas transmission

THIS FIRST AMENDMENT TO THE CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT (“Amendment”) is made effective as of January 1, 2024 (the “Effective Date”), by and between Equitrans Midstream Corporation, a Pennsylvania corporation (Equitrans Midstream Corporation and its subsidiary companies are hereinafter collectively referred to as the “Company”), and Justin S. Macken (“Employee”) and amends the Confidentiality, Non-Solicitation and Non-Competition Agreement, dated as of July 26, 2023, by and between the Company and Employee (“Agreement”).

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