Exhibit 3.2
AMENDED AND RESTATED CERTIFICATE OF LIMITED PARTNERSHIP
OF
RICE MIDSTREAM PARTNERS LP
This Amended and Restated Certificate of Limited Partnership of Rice Midstream Partners LP, a Delaware limited partnership (the “Partnership”), has been duly executed and is filed pursuant to Section 17-210 of the Delaware Revised Uniform Limited Partnership Act (the “Act”), and amends and restates the Certificate of Limited Partnership of the Partnership (the “Certificate”) in its entirety, as hereinafter set forth, which Certificate was originally filed in the office of the Secretary of State of the State of Delaware on August 5, 2014.
The undersigned, being the only general partner of the Partnership, does hereby certify that the Certificate is hereby amended and restated in its entirety as follows:
1. Name. The name of the Partnership is “Rice Midstream Partners LP”.
2. Registered Office; Registered Agent. The address of the registered office required to be maintained by Section 17-104 of the Act is:
Corporation Trust Center
1209 Orange Street
Wilmington, DE 19801
New Castle County
The name and address of the registered agent for service of process required to be maintained by Section 17-104 of the Act are:
The Corporation Trust Company
Corporation Trust Center
1209 Orange Street
Wilmington, DE 19801
New Castle County
3. General Partner. The name and mailing address of the general partner of the Partnership are:
Rice Midstream Management LLC
625 Liberty Avenue, Suite 1700
Pittsburgh, PA 15222
[Signature page follows]
IN WITNESS WHEREOF, the undersigned has executed this Amended and Restated Certificate of Limited Partnership of Rice Midstream Partners LP on this 8th day of December, 2017.
| By: | Rice Midstream Management LLC, |
| | general partner of Rice Midstream Partners LP |
| | |
| | By: | /s/ Robert J. McNally |
| | Name: | Robert J. McNally |
| | Title: | Senior Vice President and Chief Financial Officer |
| | | | |
[Signature Page to Amended and Restated Certificate of Limited Partnership of
Rice Midstream Partners LP]
