0001104659-16-154915 Sample Contracts

EQT MIDSTREAM PARTNERS, LP $500,000,000 4.125% Senior Notes due 2026 UNDERWRITING AGREEMENT
Underwriting Agreement • November 4th, 2016 • EQT Midstream Partners, LP • Natural gas transmission • New York

related matters were discussed. I have not undertaken to verify independently any of the factual matters in such documents. Moreover, many of the determinations required to be made in the preparation of the Registration Statement, the Disclosure Package and the Prospectus involve matters of a non-legal nature. Accordingly, I am not passing upon, and do not assume any responsibility for, the accuracy, completeness or fairness of the statements contained or included in the Registration Statement, the Disclosure Package and the Prospectus. Subject to the foregoing and on the basis of the information I gained in the course of performing the services referred to above, I advise you that nothing came to my attention that caused me to believe that:

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EQT MIDSTREAM PARTNERS, LP as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee
Second Supplemental Indenture • November 4th, 2016 • EQT Midstream Partners, LP • Natural gas transmission • New York

THIS SECOND SUPPLEMENTAL INDENTURE, dated as of November 4, 2016, is between EQT Midstream Partners, LP, a Delaware limited partnership (the “Issuer”) and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”) under the Indenture (as defined below).

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