TERMINATION 68. Section 7.1 Termination or Abandonment 68 Section 7.2 Effect of Termination 69 Section 7.3 Breakup Fee 69 Section 8.1 No Survival 70 Section 8.2 Expenses 70 Section 8.3 Counterparts; Effectiveness 70 Section 8.4 Governing Law 70 Section 8.5 Jurisdiction; Specific Enforcement 71 Section 8.6 WAIVER OF JURY TRIAL 72 Section 8.7 Notices 72 Section 8.8 Assignment; Binding Effect 73 Section 8.9 Severability 73 Section 8.10 Entire Agreement 73 Section 8.11 Amendments; Waivers 73 Section 8.12 Headings 74 Section 8.13 Third-Party Beneficiaries 74 Section 8.14 No Recourse to the Sponsor 74 Section 8.15 Interpretation 74 Section 8.16 Definitions 75 Exhibit A Form of Registration Rights Agreement Exhibit B Form of Director Nomination Agreement Exhibit C Form of Transition Services Agreement Exhibit D Form of Master Amendment to Commercial Agreements This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 25, 2021 is by and among Crestwood Equity Partners LP, a Delaware limited partnership (“Parent”), Project Falcon Merger Sub LLC, a Delaware limited liability company and direct wholly owned subsidiary of Parent (“Merger Sub”), Project Phantom Merger Sub LLC, a Delaware limited liability company and direct wholly owned subsidiary of Parent (“GP Merger Sub” and together with Merger Sub, the “Merger Subs”), Oasis Midstream Partners LP, a Delaware limited partnership (the “Partnership”), OMP GP LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), and, solely for the purposes of Section 2.1(a)(i), Crestwood Equity GP LLC, a Delaware limited liability company and the general partner of Parent (“Parent GP”).
Appears in 2 contracts
Sources: Merger Agreement (Crestwood Equity Partners LP), Merger Agreement (Crestwood Equity Partners LP)
TERMINATION 68. Section 7.1 Termination or Abandonment 68 Section 7.2 Effect of Termination 69 Section 7.3 Breakup Fee 69 Section 8.1 No Survival 70 Section 8.2 Expenses 70 Section 8.3 Counterparts; Effectiveness 70 Section 8.4 Governing Law 70 Section 8.5 Jurisdiction; Specific Enforcement 71 Section 8.6 WAIVER OF JURY TRIAL 72 71 Section 8.7 Notices 72 Section 8.8 Assignment; Binding Effect 73 Section 8.9 Severability 73 Section 8.10 Entire Agreement 73 Section 8.11 Amendments; Waivers 73 Section 8.12 Headings 74 Section 8.13 Third-Party Beneficiaries 74 Section 8.14 No Recourse to the Sponsor 74 Section 8.15 Interpretation 74 Section 8.16 Definitions 75 Exhibit A Form of Registration Rights Agreement Exhibit B Form of Director Nomination Agreement Exhibit C Form of Transition Services Agreement Exhibit D Form of Master Amendment to Commercial Agreements This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 25, 2021 is by and among Crestwood Equity Partners LP, a Delaware limited partnership (“Parent”), Project Falcon Merger Sub LLC, a Delaware limited liability company and direct wholly owned subsidiary of Parent (“Merger Sub”), Project Phantom Merger Sub LLC, a Delaware limited liability company and direct wholly owned subsidiary of Parent (“GP Merger Sub” and together with Merger Sub, the “Merger Subs”), Oasis Midstream Partners LP, a Delaware limited partnership (the “Partnership”), OMP GP LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), and, solely for the purposes of Section 2.1(a)(i), Crestwood Equity GP LLC, a Delaware limited liability company and the general partner of Parent (“Parent GP”).
Appears in 2 contracts
Sources: Merger Agreement (Oasis Midstream Partners LP), Merger Agreement (Oasis Midstream Partners LP)