0000033213-19-000006 Sample Contracts

NON‑COMPETITION AGREEMENT
Non‑competition Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas • Pennsylvania

This SECOND AMENDED AND RESTATED CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT (this “Agreement”) is entered into and effective as of March 1, 2017, by and between EQT Corporation, a Pennsylvania corporation (EQT Corporation and its subsidiary companies are hereinafter collectively referred to as the “Company”), and Donald M. Jenkins (the “Employee”). This Agreement amends and restates in its entirety that certain Amended and Restated Confidentiality, Non-Solicitation and Non-Competition Agreement by and between the Company and the Employee dated as of September 15, 2015, (the “Original Agreement”).

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AGREEMENT AND RELEASE
Agreement and Release • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas • Pennsylvania

This AGREEMENT AND RELEASE (this “Agreement”), is entered into between EQT Corporation (together with its subsidiaries and affiliates, “EQT” or the “Company”) and David E. Schlosser, Jr. (“Employee”).

AMENDED AND RESTATED CONFIDENTIALITY, NON‑SOLICITATION AND
Solicitation And • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas • Pennsylvania

This AMENDED AND RESTATED CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT (this “Agreement”) is entered into and effective as of November 13, 2018, by and between EQT Corporation, a Pennsylvania corporation (EQT Corporation and its subsidiary companies are hereinafter collectively referred to as the “Company”), and Erin R. Centofanti (“Employee”).

EQT CORPORATION
Restricted Stock Award Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas • Pennsylvania

by EQT Corporation (the “Company”) of [_______] restricted shares of the Company’s common stock (the “Common Stock”), pursuant to and subject to the provisions of the EQT Corporation 2014 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”).

EQT CORPORATION
EQT Corp • February 14th, 2019 • Crude petroleum & natural gas • Pennsylvania

by EQT Corporation (the “Company”) of Performance Share Unit Awards (the “Performance Share Units”), representing the right to earn a cash payment equal to the value of an equivalent number of shares of the Company’s common stock (the “Common Stock”), pursuant to and subject to the provisions of the EQT Corporation 2014 Long-Term Incentive Plan (as amended from time to time, the “Plan”), and the terms and conditions set forth on the following pages of this award agreement (this “Agreement”).

Grant Date], 2019 Dear [Name]:
Award Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas

Pursuant to the terms and conditions of the EQT Corporation 2014 Long-Term Incentive Plan (as amended from time to time, the “Plan”) and the 2019 Incentive Performance Share Unit Program (the “Program”), effective January 1, 2019, the Management Development and Compensation Committee (the “Committee”) of the Board of Directors of EQT 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 [Alternative 1: shares of Company common stock] [Alternative 2: cash]; however, the Committee retains the discretion to settle the Aw

AMENDMENT OF CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT
Confidentiality, Non-Solicitation and Non-Competition Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas

THIS AMENDMENT AGREEMENT (this “Agreement”), by and among EQT Corporation, a Pennsylvania Corporation (“EQT”), Equitrans Midstream Corporation, a Pennsylvania Corporation (“Equitrans Midstream”), and Donald M. Jenkins (“Employee”), is executed as of November 12, 2018.

EXECUTIVE ALTERNATIVE WORK ARRANGEMENT EMPLOYMENT AGREEMENT
Work Arrangement Employment Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas • Pennsylvania

This is an Executive Alternative Work Arrangement Employment Agreement (“Agreement”) entered into between EQT Corporation (together with its subsidiaries, “EQT” or the “Company”) and David L. Porges (“Employee”).

January 1, 2019 Dear [Name]:
Participant Award Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas

Pursuant to the terms and conditions of the EQT Corporation 2014 Long-Term Incentive Plan (as amended from time to time, the “Plan”), the Management Development and Compensation Committee (“Committee”) of the Board of Directors (“Board”) of EQT Corporation (the “Company”) has granted you Non-Qualified Stock Options (the “Options”) to purchase shares of the Company’s common stock as outlined below.

Grant Date], 2018 Dear [Name]:
Participant Award Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas

Pursuant to the terms and conditions of the EQT Corporation 2014 Long-Term Incentive Plan (as amended from time to time, the “Plan”) and the 2018 Incentive Performance Share Unit Program (the “Program”), effective January 1, 2018, the Management Development and Compensation Committee (the “Committee”) of the Board of Directors of EQT 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 [Alternative 1: shares of Company common stock] [Alternative 2: cash]; however, the Committee retains the discretion to settle the Aw

EQT CORPORATION
Units Award Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas • Pennsylvania

by EQT Corporation (as more fully defined below, the “Company”) of Performance Share Unit Awards (the “Performance Share Units”), representing the right to earn a cash payment equal to the value of an equivalent number of shares of the Company’s common stock (as more fully defined below, the “Company Common Stock”), pursuant to and subject to the provisions of the EQT Corporation 2014 Long-Term Incentive Plan (as amended from time to time, the “Plan”), and the terms and conditions set forth on the following pages of this award agreement (this “Agreement”).

EQT CORPORATION
2018 Restricted Stock Unit Award Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas • Pennsylvania

by EQT Corporation (the “Company”) of [_______] restricted stock units, which vest and convert into the right to receive a cash payment equal to the value of an equivalent number of shares of the Company’s common stock (the “Common Stock”), pursuant to and subject to the provisions of the EQT Corporation 2014 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”).

EQT CORPORATION [INSERT YEAR] RESTRICTED STOCK UNIT AWARD AGREEMENT (STANDARD)
Restricted Stock Unit Award Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas • Pennsylvania

by EQT Corporation (the “Company”) of [_______] restricted stock units, which vest and convert into the right to receive a cash payment equal to the value of an equivalent number of shares of the Company’s common stock (the “Common Stock”), pursuant to and subject to the provisions of the EQT Corporation 2014 Long-Term Incentive Plan (as amended from time to time, the “Plan”), and the terms and conditions set forth on the following pages of this award agreement (this “Agreement”).

AMENDED AND RESTATED CONFIDENTIALITY, NON‑SOLICITATION AND NON‑COMPETITION AGREEMENT
And Non‑competition Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas • Pennsylvania

This AMENDED AND RESTATED CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT (this “Agreement”) is entered into and effective as of November 13, 2018, by and between EQT Corporation, a Pennsylvania corporation (EQT Corporation and its subsidiary companies are hereinafter collectively referred to as the “Company”), and Jonathan M. Lushko (“Employee”).

EQT CORPORATION
Share Units Award Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas • Pennsylvania

by EQT Corporation (the “Company”) of Performance Share Unit Awards (the “Performance Share Units”), representing the right to earn, on a one-for-one basis, a cash payment equal to the value of shares of the Company’s common stock (the “Common Stock”), pursuant to and subject to the provisions of the EQT Corporation 2014 Long-Term Incentive Plan (as amended from time to time, the “Plan”), and the terms and conditions set forth on the following pages of this award agreement (this “Agreement”).

AMENDMENT OF CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT
Non-Solicitation and Non-Competition Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas

THIS AMENDMENT (this “Amendment”) to the Confidentiality, Non-Solicitation and Non-Competition Agreement, dated as of [●] [and amended as of [●]] (the “Covenant Agreement”), by and between EQT Corporation, a Pennsylvania Corporation (the “Company”) and [●] (“Employee”), is dated as of [●], 2019 (the “Effective Date”).

EQT CORPORATION
2018 Restricted Stock Unit Award Agreement • February 14th, 2019 • EQT Corp • Crude petroleum & natural gas • Pennsylvania

by EQT Corporation (the “Company”) of [_______] restricted stock units, which vest and convert into the right to receive a cash payment equal to the value of an equivalent number of shares of the Company’s common stock (the “Common Stock”), pursuant to and subject to the provisions of the EQT Corporation 2014 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”).

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