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SEC Filings

8-K
AZURE MIDSTREAM PARTNERS, LP filed this Form 8-K on 03/21/2017
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particular calendar day, and such calendar day is not a Business Day, then such action shall be deferred until the next Business Day.

 

(g)                                  The term “made available to Buyer,” “delivered to Buyer” or similar phrases shall mean (i) made and remaining available to Buyer and its Representatives in Sellers’ electronic data room at http://lightserve.com at least five (5) Business Days prior to the Execution Date, (ii) actually delivered to Buyer and its Representatives prior to such five (5) Business Day period or (iii) delivered to Buyer and its Representatives within such five (5) Business Day period (but in any event prior to the Execution Date), provided that, in the case of clause (iii), receipt of such delivery is acknowledged by Buyer in writing.

 

ARTICLE II
PURCHASE AND SALE OF ASSETS; ASSUMPTION OF LIABILITIES

 

2.1                               Sale and Purchase of Assets.  Upon the terms and subject to the conditions set forth herein and subject to Section 2.2, at the Closing (in accordance with this Agreement and, to the extent necessary, subject to Bankruptcy Court approval), Sellers shall sell, assign, transfer and deliver or cause to be sold, assigned, transferred and delivered to Buyer or its Affiliate Designees, as applicable, and Buyer (or its Affiliate Designees) will purchase, acquire and accept from Sellers, as applicable, free and clear of all Liens (except for Permitted Liens, if any), all of the business, assets, properties, contractual rights, goodwill, rights and claims used in, generated by or related to the Business, or otherwise owned, leased or licensed by Sellers, wherever situated and of whatever kind and nature, real or personal, tangible or intangible, whether or not reflected on the books and records of Sellers, as applicable, including all confidential information and goodwill of Sellers, but excluding any of the Excluded Assets (collectively, the “Assets”). Except for any Excluded Assets described in Section 2.2 below, the Assets include, without limitation, Sellers’ right, title and interest in and to the following as of the Closing Date:

 

(a)                                 all pipelines, pipeline systems, flowlines, and gathering and processing systems described on Exhibit A-1 and all other pipelines, pipeline systems, flowlines, and gathering and processing systems (whether operating, being built or idle) of Sellers located in Panola, Harrison, Angelina, Shelby, San Augustine, Sabine, Nacogdoches and Rusk Counties, Texas and De Soto and Caddo Parishes, Louisiana, together with all equipment, machinery, fixtures, power lines, and other personal, movable and mixed property of Sellers that is located at or in the immediate vicinity of such pipelines, pipeline systems, flowlines, and gathering and processing systems or primarily used (or held for use) in connection with the use, ownership or operation of such pipelines, pipeline systems, flowlines, and gathering and processing systems (or any portion thereof), including all above- and below-ground facilities or structures, valves, pipes, scrubbers, machinery, gauges, meters, fittings, fixtures, units, tanks, traps, pig launchers, slug catchers, connections, cathodic protection equipment, radios towers and SCADA (collectively, the “Pipeline System”). For the avoidance of doubt, the Pipeline System includes all of Sellers’ right, title and interest in the pipelines, pipeline systems, flowlines and gathering and processing systems located in the geographic area depicted on Exhibit A-1;

 

(b)                                 all processing and treating plants and other plants of Sellers located in Panola, Harrison, Angelina, Shelby, San Augustine, Sabine, Nacogdoches and Rusk Counties, Texas and De Soto and Caddo Parishes, Louisiana or used or held for use in connection with the

 

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