A long-form agreement for the purchase and sale of a midstream crude oil or natural gas division or line of business of a private US limited liability company, drafted in favor of the seller. A seller can use this when it has control of the initial draft (such as in an auction) or as a reference when reviewing a buyer's initial draft. This Standard Document assumes, among other things, a single buyer and a single seller. It also assumes that the signing and closing of the transaction are not simultaneous. This Standard Document has integrated notes with important explanations and drafting and negotiating tips.