Print Page     Close Window     

SEC Filings

8-K
AZURE MIDSTREAM PARTNERS, LP filed this Form 8-K on 03/21/2017
Entire Document
 

 

breach or default) accruing under such Contracts with respect to any period prior to Closing, or (ii) any violation of Law by Sellers;

 

(i)                                     all Liabilities for the Cure Amounts; and

 

(j)                                    any Liability to the extent relating to any Excluded Asset or other asset that is not an Asset and the ownership, operation and conduct of any business in connection therewith or therefrom.

 

2.5                               Assignment of Contracts, Permits and Other Assets.

 

(a)                                 Executory Contracts.

 

(i)                                     Schedule 2.5(a)(i) sets forth a list (the “Executory Contract List”) of all Executory Contracts to which any of Sellers is a party or by which any of Sellers or any of their assets or properties are bound, including all Material Contracts. Within the time period prescribed by the Bid Procedures Order, Sellers shall prepare a contract and cure schedule that identifies for each Contract on the Executory Contract List, the estimated Cure Amounts (and if no Cure Amount is estimated to be applicable with respect to any particular Executory Contract, the amount of such Cure Amount has been designated for such Executory Contract as “$0.00”) that must be paid in order for Sellers to assume, and to assign to Buyer or its Affiliate Designees, as applicable, each Contract listed thereon pursuant to this Agreement (the “Contract and Cure Schedule”). From the Execution Date through (and including) the Closing, promptly following any material changes to the information set forth on such schedule (including any new Executory Contracts to which any of Sellers becomes a party and any change in the Cure Amount of any such Executory Contract), Sellers shall provide Buyer with a schedule that updates and corrects the Contract and Cure Schedule.  Sellers shall be responsible for the verification of all Cure Amounts for each Executory Contract and shall use commercially reasonable efforts to establish the proper Cure Amounts, if any, for each Executory Contract prior to the Closing Date.  Subject to the terms and provisions of the Bid Procedures Order, Sellers shall serve a cure notice that includes the Contract and Cure Schedule on the counterparties to each Contract listed on the Executory Contract List. Any counterparty to a Contract included on the Executory Contract List shall have the time period prescribed by the Bid Procedures Order, or any other applicable Bankruptcy Court Order, to file with the Bankruptcy Court and serve on Buyer and Sellers an objection to the Cure Amounts listed on the Contract and Cure Schedule and to the adequate assurance of future performance by Buyer.

 

(ii)                                  Schedule 2.5(a)(ii) sets forth a list of all Contracts listed on the Executory Contract List or any other Contract to which any of Sellers is a party or by which any of Sellers or any of their assets or properties are bound, that are to be assumed by Sellers and assigned to Buyer or its Affiliate Designees, as applicable, pursuant to this Agreement (an “Assigned Contract”). All Contracts to which any of Sellers is a party or by which any of Sellers or any of their assets or properties are bound that are not designated as Assigned Contracts or listed on the Executory Contract List shall be deemed to be “Excluded Contracts”.  Buyer may designate the Preferential Right

 

8



© Copyright Azure Midstream Energy LLC. All Rights Reserved.