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SEC Filings

8-K
MPLX LP filed this Form 8-K on 09/09/2019
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(d) Each of the Partnership and the General Partner has been duly formed, is validly existing as a limited partnership or a limited liability company, as the case may be, in good standing under the laws of the State of Delaware, has the limited partnership or limited liability company, as the case may be, power and authority to own its property and to conduct its business as described in the Time of Sale Prospectus and the Prospectus and, with respect to the General Partner, to act as the general partner of the Partnership, and is duly qualified to transact business and is in good standing in each jurisdiction in which the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that the failure to be so qualified or be in good standing would not have a material adverse effect on the consolidated financial position or results of operations of the Partnership and its subsidiaries, taken as a whole (a “Material Adverse Effect”).

(e) The General Partner is the sole general partner of the Partnership; the General Partner owns a general partner interest in the Partnership; such general partner interest is duly authorized by the Fifth Amended and Restated Agreement of Limited Partnership of the Partnership (the “Partnership Agreement”), and was validly issued to or acquired by the General Partner and the General Partner owns such general partner interest free and clear of any lien, encumbrance, security interest, equity or charge (except for such liens, encumbrances, security interests, equities or charges as are not, individually or in the aggregate, material to such ownership).

(f) Each subsidiary of the Partnership which is a significant subsidiary as defined in Rule 1-02(w) of Regulation S-X (as of December 31, 2018 (each a “Significant Subsidiary”)) (x) has been duly formed and is validly existing in good standing under the laws of the jurisdiction of its formation, (y) has the corporate, limited liability company, limited partnership, partnership or other entity power and authority to own its property and to conduct its business as described in the Time of Sale Prospectus and the Prospectus and (z) is duly qualified to transact business and is in good standing in each jurisdiction in which the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that the failure to be so qualified or be in good standing would not have a Material Adverse Effect.

(g) This Agreement has been duly authorized, executed and delivered by, and is a valid and binding instrument of the Partnership and the General Partner.

(h) The Partnership Agreement has been duly authorized, executed and delivered by, and is a valid and binding instrument of, the General Partner, enforceable against the General Partner in accordance with its terms, except as the enforceability thereof is subject to the effects of (i) any applicable bankruptcy, insolvency, reorganization,

 

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