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In May 2014 , the FASB issued ASU No .
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2014 - 09 , Revenue from Contracts with Customers , which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers .
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The 8 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) new standard is effective for the Partnership on January 1 , 2018 .
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The Partnership is evaluating the effect that ASU 2014 - 09 will have on its consolidated and condensed financial statements and related disclosures .
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On February 12 , 2015 , the Partnership sold all six of its 16,101 barrel liquefied petroleum gas ( " LPG " ) pressure barges , collectively referred to as the " Floating Storage Assets . "
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These assets were acquired on February 28 , 2013 .
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On December 19 , 2014 , the Partnership made the decision to dispose of the Floating Storage Assets .
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As a result , the Partnership classified the Floating Storage Assets as held for sale at December 31 , 2014 and has presented the results of operations and cash flows of the Floating Storage Assets as discontinued operations for the three and six months ended June 30 , 2016 and 2015 .
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The Floating Storage Assets were presented as discontinued operations under the guidance prior to the Partnership 's adoption of ASU 2014 - 08 related to discontinued operations .
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The adoption of the amended guidance was effective for the Partnership January 1 , 2015 .
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The Floating Storage Assets ’ operating results , which are included in income from discontinued operations , were as follows : 1 All revenues for the six months ended June 30 , 2015 were from third parties .
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( 4 ) Inventories Components of inventories at June 30 , 2016 and December 31 , 2015 were as follows : 9 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) ( 5 ) Investment in West Texas LPG Pipeline L.P.
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The Partnership owns a 19.8 % general partnership and 0.2 % limited partnership interest in West Texas LPG Pipeline L.P. ( " WTLPG " ) .
{'MinorityInterestOwnershipPercentageByParent': ['19.8', '0.2']}
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WTLPG owns an approximate 2,300 mile common - carrier pipeline system that transports NGLs from New Mexico and Texas to Mont Belvieu , Texas for fractionation .
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The Partnership recognizes its 20 % interest in WTLPG as " Investment in WTLPG " on its Consolidated and Condensed Balance Sheets .
{'EquityMethodInvestmentOwnershipPercentage': ['20']}
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The Partnership has entered into hedging transactions as of June 30 , 2016 to protect a portion of its commodity price risk exposure .
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Martin Energy Trading LLC ( " MET " ) serves as the counterparty for all positions outstanding at June 30 , 2016 .
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10 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) During the six months ended June 30 , 2016 and 2015 , the Partnership entered into contracts which provided the counterparty the option to enter into swap contracts to hedge the Partnership 's exposure to changes in the fair value of its senior unsecured notes ( " interest rate swaptions " ) through June 30 , 2016 and 2015 , respectively .
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Each of the interest rate swaptions was fully amortized as of June 30 , 2016 and 2015 .
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As of December 31 , 2015 , the Partnership had a fixed - to - variable interest rate swap agreement with a notional principal amount of $ 50,000 of fixed - to - variable interest rate swap agreements , effectively converting the interest expense associated with a portion of the Partnership 's 2021 senior unsecured notes from fixed rate to variable rate based on the LIBOR interest rate .
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The Partnership 's swap agreement had a termination date that corresponded to the maturity date of the 2021 senior unsecured notes .
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( c ) Tabular Presentation of Gains and Losses on Derivative Instruments The following table summarizes the fair value and classification of the Partnership ’ s derivative instruments in its Consolidated and Condensed Balance Sheets : 11 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) Effect of Derivative Instruments on the Consolidated and Condensed Statements of Operations For the Three Months Ended June 30 , 2016 and 2015 Effect of Derivative Instruments on the Consolidated and Condensed Statements of Operations For the Six Months Ended June 30 , 2016 and 2015 ( 7 ) Fair Value Measurements The Partnership uses a valuation framework based upon inputs that market participants use in pricing certain assets and liabilities .
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These inputs are classified into two categories : observable inputs and unobservable inputs .
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The two types of inputs are further prioritized into the following hierarchy : Level 1 : Quoted market prices in active markets for identical assets or liabilities . Level 2 : Observable market based inputs or unobservable inputs that are corroborated by market data . Level 3 : Unobservable inputs that reflect the entity 's own assumptions and are not corroborated by market data .
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The following methods and assumptions were used to estimate the fair value of each class of financial instrument : 12 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) • Accounts and other receivables , trade and other accounts payable , accrued interest payable , other accrued liabilities , income taxes payable and due from / to affiliates : The carrying amounts approximate fair value due to the short maturity and highly liquid nature of these instruments , and as such these have been excluded from the table below .
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Components of " Other accrued liabilities " were as follows : 13 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) ( 9 ) Long - Term Debt At June 30 , 2016 and December 31 , 2015 , long - term debt consisted of the following : 1 Interest rate fluctuates based on the LIBOR rate plus an applicable margin set on the date of each advance .
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The margin above LIBOR is set every three months .
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All amounts outstanding at June 30 , 2016 and December 31 , 2015 were at LIBOR plus an applicable margin .
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The applicable margin for revolving loans that are LIBOR loans ranges from 2.00 % to 3.00 % and the applicable margin for revolving loans that are base prime rate loans ranges from 1.00 % to 2.00 % .
{'DebtInstrumentBasisSpreadOnVariableRate1': ['2.00', '3.00', '1.00', '2.00']}
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The applicable margin for existing LIBOR borrowings at June 30 , 2016 is 3.00 % .
{'DebtInstrumentBasisSpreadOnVariableRate1': ['3.00']}
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2 The Partnership is in compliance with all debt covenants as of June 30 , 2016 .
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3 On April 27 , 2016 , the Partnership made certain strategic amendments to its credit facility which , among other things , decreased its borrowing capacity from $ 700,000 to $ 664,444 and extended the maturity date of the facility from March 28 , 2018 to March 28 , 2020 .
{'DebtInstrumentFaceAmount': ['700,000', '664,444']}
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In connection with the amendment , the Partnership expensed $ 820 of unamortized debt issuance costs determined not to have continuing benefit .
{'DeferredFinanceCostsGross': ['820']}
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Martin Resource Management controls the Partnership 's general partner , by virtue of its 51 % voting interest in MMGP Holdings , LLC ( " Holdings " ) , the sole member of the Partnership 's general partner .
{'EquityMethodInvestmentOwnershipPercentage': ['51']}
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The target distribution levels entitle the general partner to receive 2 % of quarterly cash distributions up to $ 0.55 per unit , 15 % of quarterly cash distributions in excess of $ 0.55 per unit until all unitholders have received $ 0.625 per unit , 25 % of quarterly cash distributions in excess of $ 0.625 per unit until all unitholders have received $ 0.75 per unit and 50 % of quarterly cash distributions in excess of $ 0.75 per unit .
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Distributions of Available Cash The Partnership distributes all of its available cash ( as defined in the Partnership Agreement ) within 45 days after the end of each quarter to unitholders of record and to the general partner .
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Available cash is generally defined as all cash and cash equivalents of the Partnership on hand at the end of each quarter less the amount of cash reserves its general partner determines in its reasonable discretion is necessary or appropriate to : ( i ) provide for the proper conduct of the Partnership ’ s business ; ( ii ) comply with applicable law , any debt instruments or other agreements ; or ( iii ) provide funds for distributions to unitholders and the general partner for any one or more of the next four quarters , plus all cash on the date of determination of available cash for the quarter resulting from working capital borrowings made after the end of the quarter .
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Net Income per Unit The Partnership follows the provisions of the FASB ASC 260 - 10 related to earnings per share , which addresses the application of the two - class method in determining income per unit for master limited partnerships having multiple classes of securities that may participate in partnership distributions accounted for as equity distributions .
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Additionally , as required under FASB ASC 260 - 10 - 45 - 61A , unvested share - based payments that entitle employees to receive non - forfeitable distributions are considered participating securities , as defined in FASB ASC 260 - 10 - 20 , for earnings per unit calculations .
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The following is a reconciliation of net income allocated to the general partner and limited partners for purposes of calculating net income attributable to limited partners per unit : 15 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) The following are the unit amounts used to compute the basic and diluted earnings per limited partner unit for the periods presented : All outstanding units were included in the computation of diluted earnings per unit and weighted based on the number of days such units were outstanding during the periods presented .
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All common unit equivalents were antidilutive for the three months ended June 30 , 2016 because the limited partners were allocated a net loss in this period .
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( 11 ) Related Party Transactions As of June 30 , 2016 , Martin Resource Management owns 6,264,532 of the Partnership ’ s common units representing approximately 17.7 % of the Partnership ’ s outstanding limited partner units .
{'EquityMethodInvestmentOwnershipPercentage': ['17.7']}
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The Partnership ’ s general partner ’ s ability , as general partner , to manage and operate the Partnership , and Martin Resource Management ’ s ownership as of June 30 , 2016 , of approximately 17.7 % of the Partnership ’ s outstanding limited partner units , effectively gives Martin Resource Management the ability to veto some of the Partnership ’ s actions and to control the Partnership ’ s management .
{'EquityMethodInvestmentOwnershipPercentage': ['17.7']}
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The following is a description of the Partnership ’ s material related party agreements and transactions : 16 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) Omnibus Agreement Omnibus Agreement .
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The Partnership and its general partner are parties to the Omnibus Agreement dated November 1 , 2002 , with Martin Resource Management that governs , among other things , potential competition and indemnification obligations among the parties to the agreement , related party transactions , the provision of general administration and support services by Martin Resource Management and the Partnership ’ s use of certain Martin Resource Management trade names and trademarks .
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The Omnibus Agreement was amended on November 25 , 2009 , to include processing crude oil into finished products including naphthenic lubricants , distillates , asphalt and other intermediate cuts .
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The Omnibus Agreement was amended further on October 1 , 2012 , to permit the Partnership to provide certain lubricant packaging products and services to Martin Resource Management .
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• any business that Martin Resource Management acquires or constructs that has a fair market value of less than $ 5,000 ; 17 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) • any business that Martin Resource Management acquires or constructs that has a fair market value of $ 5,000 or more if the Partnership has been offered the opportunity to purchase the business for fair market value and the Partnership declines to do so with the concurrence of the conflicts committee of the board of directors of the general partner of the Partnership ( the " Conflicts Committee " ) ; and • any business that Martin Resource Management acquires or constructs where a portion of such business includes a restricted business and the fair market value of the restricted business is $ 5,000 or more and represents less than 20 % of the aggregate value of the entire business to be acquired or constructed ; provided that , following completion of the acquisition or construction , the Partnership will be provided the opportunity to purchase the restricted business .
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Effective January 1 , 2016 , through December 31 , 2016 , the Conflicts Committee approved an annual reimbursement amount for indirect expenses of $ 13,033 .
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The Partnership reimbursed Martin Resource Management for $ 3,257 and $ 6,516 of indirect expenses for the three and six months ended June 30 , 2016 , respectively .
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The Partnership reimbursed Martin Resource Management for $ 3,419 and $ 6,839 of indirect expenses for the three and six months ended June 30 , 2015 , respectively .
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The Omnibus Agreement was first amended on November 25 , 2009 , to permit the Partnership to provide refining services to Martin Resource Management .
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The Omnibus Agreement was amended further on October 1 , 2012 , to permit the Partnership to provide certain lubricant packaging products and services to Martin Resource Management .
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18 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) Motor Carrier Agreement Motor Carrier Agreement .
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The Partnership is a party to a motor carrier agreement effective January 1 , 2006 , as amended , with Martin Transport , Inc. , a wholly owned subsidiary of Martin Resource Management through which Martin Transport , Inc. operates its land transportation operations .
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The agreement has an initial term that expired in December 2007 but automatically renews for consecutive one year periods unless either party terminates the agreement by giving written notice to the other party at least 30 days prior to the expiration of the then - applicable term .
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The Partnership has the right to terminate this agreement at any time by providing 90 days prior notice .
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The Partnership is a party to a marine transportation agreement effective January 1 , 2006 , as amended , under which the Partnership provides marine transportation services to Martin Resource Management on a spot - contract basis at applicable market rates .
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Effective each January 1 , this agreement automatically renews for consecutive one year periods unless either party terminates the agreement by giving written notice to the other party at least 60 days prior to the expiration of the then applicable term .
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The Partnership is a party to an agreement with Martin Resource Management dated November 1 , 2002 , under which Martin Resource Management provides the Partnership with marine fuel from its locations in the Gulf of Mexico at a fixed rate in excess of the Platt ’ s U.S. Gulf Coast Index for # 2 Fuel Oil .
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Effective January 1 , 2016 , the Partnership entered into a new terminalling services agreement under which the Partnership provides terminal services to Martin Resource Management for marine fuel distribution .
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This agreement replaced the prior agreement that was in place concerning the same services , which was dated January 1 , 2015 .
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The Partnership is a party to an amended and restated tolling agreement with Cross Oil Refining and Marketing , Inc. ( " Cross " ) dated October 28 , 2014 , as amended , under which the Partnership processes crude oil into finished products , including naphthenic lubricants , distillates , asphalt and other intermediate cuts for Cross .
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The tolling agreement expires November 25 , 2031 .
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Under this tolling agreement , Cross agreed to process a minimum of 6,500 barrels per 19 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) day of crude oil at the facility at a fixed price per barrel .
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The Partnership is party to a second amended and restated sulfuric acid sales agency agreement dated August 5 , 2013 , under which Martin Resource Management purchases and markets the sulfuric acid produced by the Partnership ’ s sulfuric acid production plant at Plainview , Texas that is not consumed by the Partnership ’ s internal operations .
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This agreement , as amended , will remain in place until the Partnership terminates it by providing 180 days written notice .
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MET may prepay any or all of the note balance on or after September 1 , 2016 .
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As discussed in Note 6 , the Partnership has certain derivative financial instruments through March 31 , 2017 to protect a portion of its commodity price risk exposure related to NGLs .
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MET serves as counterparty to the outstanding positions at June 30 , 2016 .
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( 12 ) Income Taxes The operations of the Partnership are generally not subject to income taxes because its income is taxed directly to its partners .
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The impact on deferred taxes as a result of this provision is 21 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) immaterial .
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( 13 ) Business Segments The Partnership has four reportable segments : terminalling and storage , natural gas services , sulfur services and marine transportation .
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The accounting policies of the operating segments are the same as those described in Note 2 in the Partnership ’ s Annual Report on Form 10-K for the year ended December 31 , 2015 , filed with the SEC on February 29 , 2016 , as amended , by Amendment No .
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1 on Form 10-K / A filed on March 30 , 2016 .
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22 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) The Partnership 's assets by reportable segment as of June 30 , 2016 and December 31 , 2015 , are as follows : ( 14 ) Unit Based Awards The Partnership recognizes compensation cost related to unit - based awards to employees in its consolidated financial statements in accordance with certain provisions of ASC 718 .
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The Partnership recognizes compensation costs related to unit - based awards to directors under certain provisions of ASC 505 - 50 - 55 related to equity - based payments to non - employees .
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Amounts recognized in selling , general , and administrative expense in the consolidated and condensed financial statements with respect to these plans are as follows : 23 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) Long - Term Incentive Plans The Partnership 's general partner has a long - term incentive plan for employees and directors of the general partner and its affiliates who perform services for the Partnership .
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The plan consists of two components : restricted units and unit options .
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The plan currently permits the grant of awards covering an aggregate of 725,000 common units , 241,667 of which may be awarded in the form of restricted units and 483,333 of which may be awarded in the form of unit options .
{'ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAuthorized': ['725,000', '241,667', '483,333']}
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Restricted units issued to employees generally cliff vest after three years of service .
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A summary of the restricted unit activity for the six months ended June 30 , 2016 is provided below : A summary of the restricted units ’ aggregate intrinsic value ( market value at vesting date ) and fair value of units vested ( market value at date of grant ) during the six months ended June 30 , 2016 and 2015 is provided below : As of June 30 , 2016 , there was $ 1,668 of unrecognized compensation cost related to non - vested restricted units .
{'EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognized': ['1,668']}
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That cost is expected to be recognized over a weighted - average period of 1.93 years .
{'EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1': ['1.93']}
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24 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) Unit Options .
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As of June 30 , 2016 , the Partnership has not granted any common unit options to directors or employees of the Partnership 's general partner , or its affiliates .
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( 15 ) Condensed Consolidating Financial Information The Partnership 's operations are conducted by its operating subsidiaries as it has no independent assets or operations .
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( 16 ) Commitments and Contingencies From time to time , the Partnership is subject to various claims and legal actions arising in the ordinary course of business .
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Pursuant to a Purchase Price Reimbursement Agreement between the Partnership and Martin Resource Management related to the Partnership ’ s acquisition of the Redbird Gas Storage LLC ( " Redbird " ) Class A interests on October 2 , 2012 , beginning in the second quarter of 2015 , Martin Resource Management will reimburse the Partnership $ 750 each quarter for four consecutive quarters as a reduction in the purchase price of the Redbird Class A interests .
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The agreement further provides for purchase price reimbursements of up to $ 4,500 in 2016 in the event certain financial conditions are not met .
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Currently , the Partnership expects to be fully reimbursed for the 2016 amount of $ 4,500 .
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For the three and six months ended June 30 , 2016 , the Partnership received $ 1,125 and $ 1,875 , respectively , related to the Purchase Price Reimbursement Agreement .
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For the each of the three and six months ended June 30 , 2015 , the Partnership received $ 750 related to the Purchase Price Reimbursement Agreement .
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In 2015 , the Partnership was named as a defendant in the cause J.
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A. Davis Properties , LLC v . Martin Operating Partnership L.P. , in the 38th Judicial District Court , Cameron Parish , Louisiana .
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On December 31 , 2015 , the Partnership received a demand from a customer in its lubricants packaging business for defense and indemnity in connection with at least five lawsuits filed against it in the United States District Courts , which generally allege that the customer engaged in unlawful and deceptive business practices in connection with its marketing and advertising of its private label motor oil .
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Accordingly , on January 7 , 2016 , the Partnership filed a Complaint for Declaratory Judgment in the Chancery Court of Davidson County , Tennessee requesting a judicial determination that the Partnership does not owe the customer the demanded defense and indemnity obligations .
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25 MARTIN MIDSTREAM PARTNERS L.P.NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS ( Dollars in thousands , except where otherwise indicated ) June 30 , 2016 ( Unaudited ) ( 17 ) Impairments and other charges Marine Transportation Goodwill Impairment The Partnership performed its annual assessment of the recoverability of goodwill during the third quarter of 2015 .
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Therefore , as of June 30 , 2016 , the Partnership determined that the state of market conditions , including the demand for utilization , day rates and the current oversupply of inland tank barges , indicated that an impairment of goodwill may exist .
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In turn , the Partnership prepared a quantitative analysis of the fair value of the goodwill as of June 30 , 2016 , based on the weighted average valuation of the aforementioned income and market based valuation approaches .
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The underlying results of the valuation were driven by our actual results during the six months ended June 30 , 2016 and the pricing and market conditions existing as of June 30 , 2016 , which were below our forecasts at the time of the previous goodwill assessments .
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