MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among ERGON ASFALTOS MEXICO HC, LLC AND ERGON MEXICO HC, LLC as Buyers, SEMMATERIALS, L.P. AND SEMMEXICO, L.L.C. as Sellers AND, FOR THE LIMITED PURPOSES SET FORTH IN SECTION 10.15, ERGON ASPHALT &...Membership Interest Purchase Agreement • March 20th, 2018 • SemGroup Corp • Oil & gas field services, nec • Oklahoma
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into on January 5, 2018, by and among SemMaterials, L.P., an Oklahoma limited partnership (“SemMaterials”), SemMexico, L.L.C., an Oklahoma limited liability company (“SemMexico”), Ergon Asfaltos Mexico HC, LLC, a Mississippi limited liability company (“EAMHC”), Ergon Mexico HC, LLC, a Mississippi limited liability company (“EMHC”), and, for the limited purposes set forth in Section 10.15, Ergon Asphalt & Emulsions, Inc., a Mississippi corporation (“Buyers Parent”), and SemGroup Corporation, a Delaware corporation (“Sellers Parent”). SemMaterials and SemMexico may be referred to herein individually as a “Seller” and collectively as “Sellers”. EAMHC and EMHC may be referred to herein individually as a “Buyer” and collectively as “Buyers”. Sellers and Buyers may be referred to herein individually as a “Party” and collectively as the “Parties”; provided, however, that, solely for purposes of Section 10.15, s
