Exhibit 10.1


 Exhibit 10.1 

Execution Version 

AMENDMENT NO. 2 TO CREDIT AGREEMENT AND AMENDMENT NO. 1 TO SECURITY AGREEMENT 

This AMENDMENT NO. 2 TO CREDIT AGREEMENT AND AMENDMENT NO. 1 TO SECURITY AGREEMENT (this “Agreement”) dated as of
October 26, 2015, (the “Effective Date”) is by and among AZURE MIDSTREAM PARTNERS, LP, a Delaware limited partnership (the “Borrower”), the subsidiaries of the Borrower party hereto (each a
“Guarantor” and collectively, the “Guarantors”), the Lenders (as defined below), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent (in such capacity, the “Administrative Agent”)
for the Lenders, as issuing lender (in such capacity, an “Issuing Lender”) and as swingline lender (in such capacity, the “Swingline Lender”). 

RECITALS 
 A. The
Borrower, the Administrative Agent, the Issuing Lender, the Swingline Lender and the financial institutions party thereto from time to time, as lenders (the “Lenders”) are parties to that certain Credit Agreement dated as of
February 27, 2015 (as heretofore amended, as amended by this Agreement and as further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). 

B. The Borrower, the Administrative Agent and the grantors party thereto from time to time are parties to that certain Security Agreement
dated as of February 27, 2015 (as amended by this Agreement and as further amended, restated, supplemented or otherwise modified from time to time, the “Security Agreement”). 

C. The Borrower has requested that the Lenders make certain amendments to the Credit Agreement and the Security Agreement as provided herein
and subject to the terms and conditions set forth herein. 
 NOW THEREFORE, in consideration of the premises and the mutual covenants,
representations and warranties contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows: 

Section 1. Amendments to Credit Agreement. 

(a) Section 1.1 (Definitions) of the Credit Agreement is hereby amended by deleting the definition of “Specified Acquisition
Period” in its entirety and replacing it with the following: 
 “Specified Acquisition Period” means any period
commencing on the date that a Specified Acquisition is consummated through and including the last day of the second full fiscal quarter following the date on which such Specified Acquisition is consummated; provided that in no event shall any
Specified Acquisition be deemed to occur or otherwise exist after March 31, 2016, so long as the Designated Period is in effect. 
 (b)
Section 1.1 (Definitions) of the Credit Agreement is hereby further amended by inserting the following new definitions in the appropriate alphabetical order: 

“Amendment No. 2 Effective Date” means October 26, 2015. 






 “Designated Period” means the period commencing on the Amendment No. 2
Effective Date and ending on the date upon which the Borrower delivers a Compliance Certificate demonstrating compliance with the covenants set forth in Section 9.15 of this Agreement for any fiscal quarter ending on or after
June 30, 2016. 
 (c) Section 2.4(b)(v) (Repayment and Prepayment of Revolving Credit and Swingline Loans – Mandatory Prepayments)
of the Credit Agreement is hereby amended by deleting it in its entirety and replacing it with the following: 
 (v) Upon the consummation
of any Disposition made pursuant to Sections 9.5(f) (to the extent pursuant to an Investment permitted by Section 9.3(k) or (n)), or 9.5(h) by the Borrower or any Restricted Subsidiary, the Borrower shall immediately repay, by
payment to the Administrative Agent for the account of the Revolving Credit Lenders, Extensions of Credit and Cash Collateralize the L/C Obligations in amounts equal to one hundred percent (100%) of the aggregate Net Cash Proceeds received from
any such Disposition. Any such payment pursuant to this Section 2.4(b)(v) shall be applied first, to the principal amount of outstanding Swingline Loans, second to the principal amount of outstanding Revolving Credit Loans
and third, with respect to any Letters of Credit then outstanding, to Cash Collateralize any L/C Obligations; provided that, at any time other than during the Designated Period and so long as no Event of Default has occurred and is
continuing, no prepayments of aggregate Net Cash Proceeds from such Dispositions shall be required hereunder to the extent such Net Cash Proceeds are used to acquire other assets useful in the ordinary course of the business of the Credit Parties
within three hundred sixty (360) days after receipt of such Net Cash Proceeds by the Credit Parties; provided, however, that any portion of Net Cash Proceeds not actually reinvested within the applicable time period shall be
prepaid in accordance with this clause (v). 
 (d) Section 2.4(b)(vii) (Repayment and Prepayment of Revolving Credit and Swingline Loans
– Mandatory Prepayments) of the Credit Agreement is hereby amended by deleting it in its entirety and replacing it with the following: 

(vii) Notwithstanding anything in this Agreement to the contrary, (A) except as provided in clause (B) below, no payment required to
be made pursuant to this Section 2.4(b) shall reduce the Revolving Credit Commitment of any Revolving Credit Lender and (B) the Revolving Credit Commitment will be reduced in connection with a prepayment made during the Designated Period
pursuant to Section 2.4(b)(iii) or (b)(v) in an amount equal to one hundred percent (100%) of the aggregate Net Cash Proceeds received from any such incurrence of Indebtedness or such Disposition. 

(e) Section 5.13 (Incremental Revolving Credit Increase) of the Credit Agreement is hereby amended by deleting “$150,000,000”
in clause (a) and replacing it with “$50,000,000” and by inserting the following new clause (d) in the appropriate alphabetical order: 

(d) Notwithstanding the foregoing, during the Designated Period, any increase in the Revolving Credit Commitments pursuant to this Section
5.13 shall require the consent of the Required Lenders. 

  
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 (f) Section 7.24 (Deposit and Hedging Brokerage Accounts) of the Credit Agreement is hereby
amended by deleting it in its entirety and replacing it with the following: 
 As of the Amendment No. 2 Effective Date, each of the
Borrower’s and each Restricted Subsidiary’s bank depository accounts, securities accounts and hedging brokerage accounts is listed on Schedule 7.24. 

(g) Section 8.2 (Certificates; Other Reports) of the Credit Agreement is hereby amended by inserting the following new clause (l) in the
appropriate alphabetical order: 
 (l) during the Designated Period, the Borrower shall participate in a monthly conference call with the
Administrative Agent and the Lenders at a time mutually agreed between the Administrative Agent and the Borrower to discuss any updates with respect to the reports or certificates delivered pursuant to Section 8.1 or this
Section 8.2, the operations or prospects of the Credit Parties and such other information as may be reasonably requested by the Administrative Agent or the Lenders. 

(h) Section 8.13(b)(Additional Collateral and Real Property) of the Credit Agreement is hereby amended by deleting it in its entirety and
replacing it with the following: 
 (b) Real Property Collateral – Closing Date and Azure ETG. 

(i) Within 30 days of the Amendment No. 2 Effective Date (as such time period may be extended by the Administrative Agent
in its sole discretion) and with respect to any Pipeline System owned by any Credit Party as of the Closing Date, the Borrower shall (i) deliver a completed perfection certificate from a Responsible Officer of the Borrower in form and substance
satisfactory to the Administrative Agent and (ii) to the extent any portion of such Pipeline System is not subject to a Lien pursuant to the existing Security Documents, deliver such mortgages, deeds of trust, existing environmental reports,
existing surveys and other documents (including, if a building or mobile home is located on such real property, “life of loan” flood hazard certifications or evidence of flood insurance to the extent required by Section 8.6(b))
reasonably requested by the Administrative Agent and as required by Applicable Law in connection with granting and perfecting a first priority Lien, other than Permitted Liens, on such real property in favor of the Administrative Agent, for the
benefit of the Secured Parties, all in form and substance reasonably acceptable to the Administrative Agent. 
 (ii) Within
ten (10) days of the Amendment No. 2 Effective Date (as such time period may be extended by the Administrative Agent in its sole discretion), the Borrower shall deliver to Administrative Agent, with respect to the real property owned by
Azure ETG LLC, a fully executed Mortgage covering such real property together with flood determination certificate and if, applicable, flood insurance as required under Section 8.6(b) of the Credit Agreement, all in form and substance
reasonably acceptable to the Administrative Agent. 

  
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 (i) Section 8.13(Additional Collateral and Real Property) of the Credit Agreement is hereby
amended by adding the following new clause (g) at the end thereof: 
 (g) Control Agreements. Within 30 days of
the Amendment No. 2 Effective Date (as such time period may be extended by the Administrative Agent in its sole discretion), deliver a control agreement in form and substance reasonably acceptable to the Administrative Agent with respect to any
deposit account (other than deposit accounts that are designated solely as accounts for, and are used solely for, payroll funding or are zero balance accounts), securities account or commodity account maintained as of the Amendment No. 2
Effective Date with any Person (other than the Administrative Agent). 
 (j) Section 9.1(i) (Indebtedness) of the Credit Agreement is
hereby amended by inserting the following proviso at the end thereof: 
 ; provided that, during the Designated Period, the Borrower
shall not, nor shall it permit any of its Restricted Subsidiaries to create, incur, assume or suffer to exist any additional Indebtedness that is created, incurred or assumed after the Amendment No. 2 Effective Date pursuant to this clause (i).

 (k) Section 9.1(j) (Indebtedness) of the Credit Agreement is hereby amended by deleting the word “and” immediately prior
to clause (iv) and replacing it with a “,” and inserting the following new clauses (v) and (vi) in the appropriate numerical order: 

, (v) at any time other than during the Designated Period, the Borrower shall be in compliance with Section 9.15 on a pro
forma basis both immediately before and immediately after giving effect to the incurrence of any such Indebtedness and shall deliver to the Administrative Agent a Compliance Certificate signed by the chief financial officer of the General Partner
demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, such pro forma compliance with Section 9.15 and (vi) during the Designated Period, the Borrower shall not, nor shall it permit any of its
Restricted Subsidiaries to create, incur, assume or suffer to exist any Indebtedness pursuant to this clause (j); 
 (l) Section 9.3
(Investments) of the Credit Agreement is hereby amended by inserting the following new paragraph at the end thereof: 
 Notwithstanding
anything to the contrary in this Agreement, during the Designated Period, the Borrower shall not, nor shall it permit any of its Restricted Subsidiaries to (i) make or permit to exist any direct or indirect Investment pursuant to clause
(k) or (ii) make or permit to exist any additional direct or indirect Investment that is made after the Amendment No. 2 Effective Date pursuant to clauses (j), (l), (m), (n) or (p). 

  
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 (m) Section 9.6(c)(Restricted Payments) of the Credit Agreement is hereby amended by
deleting it in its entirety and replacing it with the following: 
 (c) the Borrower may declare and make quarterly cash distributions to
the holders of its Equity Interests from “Available Cash” in accordance with the Partnership Agreement; provided that: 

(i) before and immediately after giving effect to the declaration and making of such proposed distribution, no Default or
Event of Default exists, 
 (ii) with respect to any such distribution to be paid with respect to the fiscal quarter ending
September 30, 2015, (A) the aggregate amount of such distributions declared and paid shall not exceed $8,358,000 and $0.37 per unit, (B) both immediately before and immediately after the making of any such distribution, the Consolidated
Total Leverage Ratio is less than or equal to 5.25 to 1.00 (calculated in good faith by the Borrower on a pro forma basis and, with respect to Adjusted Consolidated EBITDA, based on the unaudited quarterly financial statements delivered below) and
(C) on or prior to the making of such distribution, the Borrower shall have prepared and delivered the quarterly financial statements for the four fiscal quarter period ending as of such date pursuant to Section 8.1(b) together with
a Compliance Certificate signed by the chief financial officer of the General Partner demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, compliance with clause (B) above; 

(iii) with respect to any such distribution to be paid with respect to the fiscal quarter ending December 31, 2015,
(A) both immediately before and immediately after the making of any such distribution, the Consolidated Total Leverage Ratio is less than or equal to 5.00 to 1.00 (calculated in good faith by the Borrower on a pro forma basis and, with respect
to Adjusted Consolidated EBITDA, based on unaudited annual financial statements of the Borrower for the fiscal year then ended (which financial statements shall be prepared in good faith by the Borrower in accordance with Sections 1.3 and
8.1(a) on a Consolidated basis)) and (B) on or prior to the making of such distribution, the Borrower shall delivered such unaudited annual financial statements to the Administrative Agent together with a Compliance Certificate signed by
the chief financial officer of the General Partner demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, compliance with clause (A) above; and 

(iv) with respect to any such distribution to be paid with respect to the fiscal quarter ending March 31, 2016,
(A) both immediately before and immediately after the making of any such distribution, the Consolidated Total Leverage Ratio is less than or equal to 4.50 to 1.00 (calculated in good faith by the Borrower on a pro forma basis and, with respect
to Adjusted Consolidated EBITDA, based on the unaudited quarterly financial statements delivered below) and (B) the Borrower shall have prepared and delivered the quarterly financial statements for the four fiscal quarter period ending as of
such date pursuant to Section 8.1(b) together with a Compliance Certificate signed by the chief financial officer of the General Partner demonstrating, in form and substance reasonably satisfactory to the Administrative Agent, compliance
with clause (A) above; 

  
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 (n) Section 9.6(f) (Restricted Payments) of the Credit Agreement is hereby amended by
inserting the following proviso at the end thereof: 
 ; provided that, during the Designated Period, the Borrower shall not, nor
shall it permit any of its Restricted Subsidiaries to, make any payments to the General Partner in an amount exceeding $2,000,000 in the aggregate. 

(o) Section 9.15(a) (Financial Covenants) of the Credit Agreement is hereby amended by deleting clause (a) in its entirety and replacing
it with the following: 
  

	 	(a)	Consolidated Total Leverage Ratio. As of the last day of any fiscal quarter, commencing with the fiscal quarter ended September 30, 2015, permit the Consolidated Total Leverage Ratio to be greater than:


  

	 	(i)	for the last day of the fiscal quarter ended September 30, 2015, 5.25 to 1.00; 

  

	 	(ii)	for the last day of the fiscal quarter ending December 31, 2015, 6.00 to 1.00; 

  

	 	(iii)	for the last day of the fiscal quarter ending March 31, 2016, 5.00 to 1.00; 

  

	 	(iv)	for the last day of any fiscal quarter ending after March 31, 2016 during a Specified Acquisition Period, 5.00 to 1.00; or 

  

	 	(v)	for the last day of any other fiscal quarter, 4.50 to 1.00. 

 (p)
Section 9.18(c)(Subsidiaries) of the Credit Agreement is hereby amended by deleting it in its entirety and replacing it with the following: 

(c) Designate any Subsidiary (including a newly formed or newly acquired Subsidiary) as an Unrestricted Subsidiary unless (i) written
notification thereof has been provided to the Administrative Agent, and (ii) after giving effect, to such designation, (A) no Default or Event of Default would exist and (B) such designation is deemed to be an Investment in an
Unrestricted Subsidiary in an amount equal to the fair market value as of the date of such designation of the Borrower’s direct and indirect ownership interest in such Subsidiary and such Investment would be permitted to be made under
Section 9.3; provided that, notwithstanding the foregoing, the Borrower shall not designate any Subsidiary as an Unrestricted Subsidiary during the Designated Period; or 

  
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 (q) Section 9.19 (Prepayments of Indebtedness) of the Credit Agreement is hereby amended by
deleting the proviso at the end of such Section and replacing it with the following: 
 ; provided that (i) after giving effect to any
such prepayment, redemption, purchase, defeasance and satisfaction under this clause (b), the Borrower shall have Liquidity of not less than $100,000,000 and (ii) no such prepayment, redemption, purchase, defeasance or satisfaction shall be
made during the Designated Period. 
 Section 2. Amendments to Security Agreement. 

(a) Section 1 (Defined Term) of the Security Agreement is hereby amended by adding the following defined terms in appropriate alphabetical
order: 
 “Certificated Equipment” means any transloading equipment the ownership of which is evidenced by, or under
Applicable Law, is required to be evidenced by, a certificate of title. 
 (b) Section 2(b) (Grant of Lien) of the Security Agreement
is hereby deleted in its entirety and replaced with the following: 
 [Reserved]. 

(c) Section 5 (Representations and Warranties) of the Security Agreement is hereby amended by inserting the following new clause
(g) in the appropriate alphabetical order: 
 (g) As of the Amendment No. 2 Effective Date, Schedule V hereto lists all
Certificated Equipment of the Grantors with an individual fair market value of $500,000 or more. All action reasonably requested by Agent to protect and perfect the Lien of Agent, for the benefit of the Secured Parties, on each item set forth on
Schedule V has been duly taken as required by Section 6(a)(viii) and, when perfected, the Lien of Agent, for the benefit of the Secured Parties, on the Collateral listed on Schedule V hereto is prior to all other Liens, except
Permitted Liens that would be prior to the Liens in favor of the Secured Parties, and is enforceable as such against any and all creditors of and purchasers from each Grantor (other than holders of Permitted Liens). 

(d) Section 6(a)(Covenants) of the Security Agreement is hereby amended by inserting the following new clauses (vii) and (viii) in
the appropriate numerical order: 
 (vii) Upon the request of the Administrative Agent, each Grantor shall be required to deliver a control
agreement in form and substance reasonably acceptable to the Administrative Agent with respect to any Deposit Account (other than Deposit Accounts that are designated solely as accounts for, and are used solely for, payroll funding or are zero
balance accounts), Securities Account or Commodity Account (other than Deposit Accounts, Securities Accounts or Commodity Accounts maintained with the Administrative Agent). 

(viii) Each Grantor agrees to take such action (or cause its Subsidiaries to take such action), including endorsing certificates of title or
executing applications for transfer of title, within thirty (30) days reasonably requested by the Administrative Agent (or such longer period as agreed 

  
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to by the Administrative Agent in its sole discretion) to enable it to properly perfect and protect its Lien on all Certificated Equipment (other than any such item of Certificated Equipment with
a fair market value less than $500,000 individually) and to transfer the same. 
 (e) Schedule 7.24 of the Credit Agreement is hereby
amended and restated in its entirety with Schedule 7.24 attached hereto. 
 (f) The Security Agreement is hereby amended by adding
Schedule V (Certificated Equipment) attached hereto in the appropriate numerical order. 
 Section 3. Representations and
Warranties. Each Credit Party hereby represents and warrants that: 
 (a) after giving effect hereto, the representations and
warranties of the Credit Parties contained in the Loan Documents are true and correct in all material respects (except to the extent any such representation and warranty is qualified by materiality or reference to Material Adverse Effect, in which
case, such representation and warranty shall be true, correct and complete in all respects as if made on and as of such date) on and as of the Effective Date, except that any representation and warranty that by its terms is made only as of an
earlier date shall be true and correct as of such earlier date, except for any representation and warranty that is qualified by materiality or reference to Material Adverse Effect, which such representation and warranty shall be true and correct in
all respects as of such earlier date; 
 (b) no Default or Event of Default has occurred and is continuing; 

(c) the execution, delivery and performance of this Agreement are within the corporate or other power and authority of such Credit Party and
have been duly authorized by appropriate corporate or other action and proceedings; 
 (d) this Agreement constitutes the legal, valid, and
binding obligation of such Credit Party enforceable in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, or similar state or federal Debtor Relief Laws from time
to time in effect which affect the enforcement of creditors’ rights in general and general principles of equity; and 
 (e) there are
no governmental or other third party consents, licenses and approvals required in connection with the execution, delivery, performance, validity and enforceability of this Agreement. 

Section 4. Conditions to Effectiveness. This Agreement shall become effective on the Effective Date and enforceable against
the parties hereto upon the occurrence of the following conditions which may occur prior to or concurrently with the closing of this Agreement: 

(a) The Administrative Agent shall have received this Agreement executed by duly authorized officers of the Borrower, the Guarantors, the
Administrative Agent, and the requisite Lenders. 
 (b) The Borrower shall have paid (i) the amendment fee as set forth in
Section 5(e) below and (ii) all fees and expenses of the Administrative Agent’s outside legal counsel pursuant to all invoices presented for payment on or prior to the Effective Date. 

  
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 Section 5. Acknowledgments and Agreements. 

(a) Each Credit Party acknowledges that on the date hereof all outstanding Obligations are payable in accordance with their terms and each
Credit Party waives any defense, offset, counterclaim or recoupment with respect thereto. 
 (b) The Borrower, each Guarantor, the
Administrative Agent, the Issuing Lender, the Swingline Lender and each Lender party hereto does hereby adopt, ratify, and confirm the Credit Agreement, as amended hereby, and acknowledges and agrees that the Credit Agreement, as amended hereby, is
and remains in full force and effect, and the Borrower and Guarantors acknowledge and agree that their respective liabilities and obligations under the Credit Agreement, as amended hereby, the Guaranty, and the other Loan Documents, are not impaired
in any respect by this Agreement. 
 (c) Except as specifically set forth herein, nothing herein shall constitute a waiver or relinquishment
of (i) any Default or Event of Default under any of the Loan Documents, (ii) any of the agreements, terms or conditions contained in any of the Loan Documents, (iii) any rights or remedies of the Administrative Agent or any Lender
with respect to the Loan Documents, or (iv) the rights of the Administrative Agent, the Issuing Lender, the Swingline Lender or any Lender to collect the full amounts owing to them under the Loan Documents. 

(d) From and after the Effective Date, all references to the Credit Agreement and the Loan Documents shall mean the Credit Agreement and such
Loan Documents, as amended by this Agreement. This Agreement is a Loan Document for the purposes of the provisions of the other Loan Documents. 

(e) In consideration of the agreements of the Lenders set forth in this Agreement, the Borrower agrees to pay to the Administrative Agent, for
the account of each Lender party to this Agreement, an amendment fee in an amount equal to 0.25% of such Lender’s Revolving Credit Commitment. Each such amendment fee as to such Lender (i) is payable in U.S. dollars in immediately
available funds, free and clear of, and without deduction for, any and all present or future applicable taxes, levies, imposts, deductions, charges or withholdings and all liabilities with respect thereto (with appropriate gross-up for withholding
taxes), (ii) is not refundable under any circumstances, (iii) will not be subject to counterclaim, defense, setoff or otherwise affected, and (iv) is deemed fully earned by such Lender once its signature page is delivered as provided
above and the Effective Date has occurred. 
 (f) Notwithstanding the terms set forth in Section 2.1, Section 2.2,
Section 3.1 and Section 6.2 of the Credit Agreement or any other term in the Credit Agreement to the contrary, until the Borrower delivers a Compliance Certificate demonstrating compliance with the covenants set forth in Section 9.15
of the Credit Agreement for any fiscal quarter ending on or after June 30, 2016, the Borrower shall not be entitled to, and the Borrower shall not, request any Extension of Credit or Letter of Credit if on the date such request is made or the
date such Extension of Credit or Letter of Credit is proposed to be made or issued and after giving effect to such Extension of Credit or Letter of Credit, the aggregate Revolving Outstandings would exceed $238,000,000 with respect to Revolving
Credit Loans and Swingline Loans and $2,000,000 with respect to L/C Obligations. 
 Section 6. Reaffirmation of Security
Documents. Each Credit Party (a) reaffirms the terms of and its obligations (and the security interests granted by it) under each Security Document to which it is a party, and agrees that each such Security Document will continue in
full force and effect to secure the Secured Obligations as the same may be amended, supplemented, or otherwise modified from time to time, and (b) acknowledges, represents, warrants and agrees that the liens and security interests granted by it
pursuant to the Security Documents are valid, enforceable and subsisting and create a security interest to secure the Secured Obligations. 

  
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 Section 7. Reaffirmation of the Guaranty. Each Guarantor hereby ratifies,
confirms, acknowledges and agrees that its obligations under the Guaranty are in full force and effect and that such Guarantor continues to unconditionally and irrevocably guarantee the full and punctual payment, when due, whether at stated maturity
or earlier by acceleration or otherwise, all of the Obligations, as such Obligations may have been amended by this Agreement, and its execution and delivery of this Agreement does not indicate or establish an approval or consent requirement by such
Guarantor under the Guaranty, in connection with the execution and delivery of amendments, consents or waivers to the Credit Agreement or any of the other Loan Documents. 

Section 8. Counterparts. This Agreement may be executed in counterparts (and by different parties hereto in different
counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of a signature page of this Agreement by facsimile or in electronic (i.e.,
“pdf” or “tif”) format shall be effective as delivery of a manually executed counterpart of this Agreement. 

Section 9. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and
their respective successors and assigns permitted pursuant to the Credit Agreement. 
 Section 10. Severability of
Provisions. Any provision of this Agreement or any other Loan Document which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective only to the extent of such prohibition or unenforceability without
invalidating the remainder of such provision or the remaining provisions hereof or thereof or affecting the validity or enforceability of such provision in any other jurisdiction. 

Section 11. Governing Law. This Agreement and any claim, controversy, dispute or cause of action (whether in contract or
tort or otherwise) based upon, arising out of or relating to this Agreement or any other Loan Document (except, as to any other Loan Document, as expressly set forth therein) and the transactions contemplated hereby and thereby shall be governed by,
and construed in accordance with, the law of the State of New York. 
 Section 12. RELEASE: For good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, each Credit Party hereby, for itself and its successors and assigns, fully and without reserve, releases and forever discharges each Secured Party, its respective
successors and assigns, officers, directors, employees, representatives, trustees, attorneys, agents and affiliates (collectively the “Released Parties” and individually a “Released Party”) from any and all actions,
claims, demands, causes of action, judgments, executions, suits, debts, liabilities, costs, damages, expenses or other obligations of any kind and nature whatsoever, known or unknown, direct and/or indirect, at law or in equity, whether now existing
or hereafter asserted (INCLUDING, WITHOUT LIMITATION, ANY OFFSETS, REDUCTIONS, REBATEMENT, CLAIMS OF USURY OR CLAIMS WITH RESPECT TO THE NEGLIGENCE OF ANY RELEASED PARTY), for or because of any matters or things occurring, existing or actions done,
omitted to be done, or suffered to be done by any of the Released Parties, in each case, on or prior to the Effective Date and are in any way directly or indirectly arising out of or in any way connected to any of this Agreement, the Credit
Agreement, any other Loan Document, or any of the transactions contemplated hereby or thereby; provided, that it is understood and agreed by the parties hereto that no Credit Party is releasing, waiving or discharging any defenses to expense
reimbursement or indemnification it may have which are expressly provided in Section 12.3 of the 

  
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Credit Agreement (collectively, the “Released Matters”). Each Credit Party, by execution hereof, hereby acknowledges and agrees that the agreements in this Section 10 are
intended to cover and be in full satisfaction for all or any alleged injuries or damages arising in connection with the Released Matters. 

Section 13. Entire Agreement. THIS AGREEMENT, THE CREDIT AGREEMENT AS AMENDED BY THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS
REPRESENT THE FINAL AGREEMENT AMONG THE PARTIES AND SUPERSEDE ALL PRIOR UNDERSTANDINGS AND AGREEMENTS, WHETHER WRITTEN OR ORAL, RELATING TO THE TRANSACTIONS PROVIDED FOR HEREIN AND THEREIN. ADDITIONALLY, THIS AGREEMENT, THE CREDIT AGREEMENT AS
AMENDED BY THIS AGREEMENT, THE NOTES, AND THE OTHER LOAN DOCUMENTS MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. 

[SIGNATURES BEGIN ON NEXT PAGE] 

  
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 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their
respective officers thereunto duly authorized as of the day and year first above written. 
  

			
	BORROWER:
	
	AZURE MIDSTREAM PARTNERS, LP, as Borrower
	
	By: Azure Midstream GP, LLC, its general partner
		
	By:	 	 /s/ Eric T. Kalamaras

	Name:	 	Eric T. Kalamaras
	Title:	 	Chief Financial Officer and Corporate Secretary


 Signature Page to Amendment No. 2 to Credit Agreement and Amendment No. 1 to Security Agreement







 
			
	GUARANTORS:
	
	         MARLIN MIDSTREAM, LLC,

        a Texas limited liability company

		
	        By:	 	 /s/ Eric T. Kalamaras

	        Name:	 	Eric T. Kalamaras
	        Title:	 	Secretary
	
	         MARLIN LOGISTICS, LLC,

        a Texas limited liability company

		
	        By:	 	 /s/ Eric T. Kalamaras

	        Name:	 	Eric T. Kalamaras
	        Title:	 	Secretary
	
	         MARLIN G&P I, LLC,

        a Texas limited liability company

		
	        By:	 	 /s/ Eric T. Kalamaras

	        Name:	 	Eric T. Kalamaras
	        Title:	 	Secretary
	
	         MURVAUL GAS GATHERING, LLC,

        a Texas limited liability company

		
	        By:	 	 /s/ Eric T. Kalamaras

	        Name:	 	Eric T. Kalamaras
	        Title:	 	Secretary
	
	         TURKEY CREEK PIPELINE, LLC,

        a Texas limited liability company

		
	        By:	 	 /s/ Eric T. Kalamaras

	        Name:	 	Eric T. Kalamaras
	        Title:	 	Secretary


 Signature Page to Amendment No. 2 to Credit Agreement and Amendment No. 1 to Security Agreement








			
	TALCO MIDSTREAM ASSETS LTD.,
	a Texas limited partnership
		
	By:	 	 /s/ Eric T. Kalamaras

	Name:	 	Eric T. Kalamaras
	Title:	 	Secretary
	
	 AZURE HOLDINGS GP, LLC,
 a
Delaware limited liability company

		
	By:	 	 /s/ Eric T. Kalamaras

	Name:	 	Eric T. Kalamaras
	Title:	 	Secretary
	
	 AZURE TGG, LLC,
 a Delaware
limited liability company

		
	By:	 	 /s/ Eric T. Kalamaras

	Name:	 	Eric T. Kalamaras
	Title:	 	Secretary
	
	 AZURE ETG LLC,
 a Delaware
limited liability company

		
	By:	 	 /s/ Eric T. Kalamaras

	Name:	 	Eric T. Kalamaras
	Title:	 	Secretary


 Signature Page to Amendment No. 2 to Credit Agreement and Amendment No. 1 to Security Agreement







 
			
	ADMINISTRATIVE AGENT/LENDERS:
	
	WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Issuing Lender, Swingline Lender, and Lender
		
	By:	 	 /s/ Alan Wray

	Name:	 	Alan Wray
	Title:	 	Managing Director


 Signature Page to Amendment No. 2 to Credit Agreement and Amendment No. 1 to Security Agreement







 
			
	BANK OF AMERICA, N.A.,
	as a Lender
		
	By:	 	 /s/ Adam H. Fey

	Name:	 	Adam H. Fey
	Title:	 	Director


 Signature Page to Amendment No. 2 to Credit Agreement and Amendment No. 1 to Security Agreement







 
			
	SOCIÉTÉ GÉNÉRALE,
	as a Lender
		
	By:	 	 /s/ Emmanuel Chesneau

	Name:	 	Emmanuel Chesneau
	Title:	 	Managing Director


 Signature Page to Amendment No. 2 to Credit Agreement and Amendment No. 1 to Security Agreement







 
			
	COMPASS BANK,
	as a Lender
		
	By:	 	 /s/ Payton K. Swope

	Name:	 	Payton K. Swope
	Title:	 	Executive Vice President


 Signature Page to Amendment No. 2 to Credit Agreement and Amendment No. 1 to Security Agreement







 
			
	COMERICA BANK,
	as a Lender
		
	By:	 	 /s/ William Robinson

	Name:	 	William Robinson
	Title:	 	Senior Vice President


 Signature Page to Amendment No. 2 to Credit Agreement and Amendment No. 1 to Security Agreement







 
			
	ING CAPITAL LLC,
	as a Lender
		
	By:	 	 /s/ Subha Pasumarti

	Name:	 	Subha Pasumarti
	Title:	 	Managing Director
		
	By:	 	 /s/ Cheryl LaBelle

	Name:	 	Cheryl LaBelle
	Title:	 	Managing Director


 Signature Page to Amendment No. 2 to Credit Agreement and Amendment No. 1 to Security Agreement







 
			
	JPMORGAN CHASE BANK, N.A.,
	as a Lender
		
	By:	 	 /s/ Robert Mendoza

	Name:	 	Robert Mendoza
	Title:	 	Authorized Officer


 Signature Page to Amendment No. 2 to Credit Agreement and Amendment No. 1 to Security Agreement 






 
			
	AMEGY BANK NATIONAL ASSOCIATION,
	as a Lender
		
	By:	 	 /s/ Jill McSorley

	Name:	 	Jill McSorley
	Title:	 	Senior Vice President


 Signature Page to Amendment No. 2 to Credit Agreement and Amendment No. 1 to Security Agreement







 
			
	REGIONS BANK,
	as a Lender
		
	By:	 	 /s/ Jennifer Fitzgerald

	Name:	 	Jennifer Fitzgerald
	Title:	 	Vice President


 Signature Page to Amendment No. 2 to Credit Agreement and Amendment No. 1 to Security Agreement