0001747009-19-000019 Sample Contracts

EQUITRANS MIDSTREAM CORPORATION
Restricted Stock Award Agreement • April 30th, 2019 • 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”).

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AMENDED AND RESTATED OMNIBUS AGREEMENT among EQUITRANS MIDSTREAM CORPORATION, EQM MIDSTREAM PARTNERS, LP, EQGP SERVICES, LLC and, for the limited purposes set forth herein, EQM MIDSTREAM SERVICES, LLC
Omnibus Agreement • April 30th, 2019 • Equitrans Midstream Corp • Natural gas transmission

This AMENDED AND RESTATED OMNIBUS AGREEMENT (“Agreement”) is entered into on March 31, 2019 and deemed effective as of 12:01 a.m. on January 1, 2019 (the “Effective Date”) among Equitrans Midstream Corporation, a Pennsylvania corporation (“ETRN”), EQM Midstream Partners, LP, a Delaware limited partnership (the “Partnership”), EQGP Services, LLC, a Delaware limited liability company (including any successor general partner of the Partnership, the “General Partner”), and, for the limited purposes set forth herein, EQM Midstream Services, LLC, a Delaware limited liability company and the prior general partner of the Partnership (the “Prior General Partner”). ETRN, the Partnership and the General Partner are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”

CONFIDENTIALITY, NON-SOLICITATION and NON-COMPETITION AGREEMENT
Non-Solicitation And • April 30th, 2019 • Equitrans Midstream Corp • Natural gas transmission • Pennsylvania

This CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT (this “Agreement”) is entered into and effective as of April 15, 2019,

AMENDMENT NO. 6 TO JUPITER GAS GATHERING AGREEMENT
Jupiter Gas Gathering Agreement • April 30th, 2019 • Equitrans Midstream Corp • Natural gas transmission

This Amendment No. 6 to the Jupiter Gas Gathering Agreement (this “Amendment”) is made and entered into as of March 1, 2019, by and between EQT Production Company (“Producer”) and EQT Energy, LLC (collectively with Producer, “Shipper”), on the one hand, and EQM Gathering OPCO, LLC (“Gatherer”), on the other hand. Producer, Shipper and Gatherer are each referred to herein as a “Party” and collectively as the “Parties”.

Name] [Address] [Address] Re: 20[ ] Phantom Stock Award – Stock Settled
Participant Award Agreement • April 30th, 2019 • Equitrans Midstream Corp • Natural gas transmission

On [Date], you were awarded [__] fully-vested stock units under the Equitrans Midstream Corporation 2018 Long-Term Incentive Plan (the “LTIP”), which have been credited to a subaccount of your Phantom Stock Account (the “2019 Phantom Award Subaccount – Stock”) under Article IV of the Equitrans Midstream Corporation Directors’ Deferred Compensation Plan (the “Deferred Compensation Plan”). Capitalized terms used herein and not otherwise defined have the meanings given such terms in the LTIP and/or the Deferred Compensation Plan (collectively, the “Plans”), as appropriate.

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

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