Common use of Distributions of Available Cash from Capital Surplus Clause in Contracts

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, to all Unitholders, Pro Rata, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; (b) Second, to the Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with respect to each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third, any remaining Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a6.1(a) shall, subject to Section 17-607 51 of the Delaware Xxxxxxxx Islands Act, be distributed, unless the provisions of Section 6.3 6.1 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (a) to the General Partner in accordance with its Percentage Interest and (b) Second, to the all Unitholders holding Common Units, Units their Pro Rata, in Rata share of a percentage equal to 100% less the General Partner’s Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.46.2.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on in the Initial Closing Date Public Offering has received with respect to such Common Unit, Unit during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; Price of such Common Unit. Available Cash that is deemed to be Capital Surplus shall then be distributed (bA) Second, to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the General Partner's Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (a) to the General Partner in accordance with its Percentage Interest and (b) Second, to the all Unitholders holding Common Units, their Pro Rata, in Rata share of a percentage equal to 100% less the General Partner’s Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: 100% to the General Partner and the Unitholders in accordance with their respective Percentage Interests (a) First, calculated without regard to all Unitholders, Pro Rataany Outstanding Series B Subordinated Units), until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (bA) Second, to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the General Partner’s Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus Distributable Cash Flow and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash with respect to any Quarter ending on or after the IPO Closing Date that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial IPO Closing Date has received with respect to such Common Unit, during the period since the Initial IPO Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (bA) Second, to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the General Partner’s Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (ai) Firstfirst, (A) to the General Partner in accordance with its Percentage Interest and (B) to all UnitholdersUnitholders holding Series A Preferred Units, Pro Rata, a percentage equal to 100% less the General Partner's Percentage Interest, until there has been distributed in respect of each Series A Preferred Unit then Outstanding an amount equal to the Series A Cumulative Distribution Arrearage, and (ii) thereafter, 100% to the General Partner and all Unitholders in accordance with their respective Fully-Diluted Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; (b) Second, to the Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with respect to each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third, any remaining . Available Cash that is deemed to be Capital Surplus shall then be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 99% to all UnitholdersUnitholders holding Common Units and all Unitholders holding Subordinated Units, Pro Rata, and 1% to the General Partner until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; (b) Second, . Available Cash that is deemed to the be Capital Surplus shall then be distributed 99% to all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100and 1% less the Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to C:\My Documents\Mlpagt.wpd EXECUTION COPY 27 of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, to the General Partner in accordance with its Percentage Interest and to all Unitholders, Pro Rata, in accordance with a percentage equal to 100% less the Percentage Interest applicable to the General Partner, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; (b) Second, . Available Cash that is deemed to be Capital Surplus shall then be distributed to the Unitholders holding Common UnitsGeneral Partner in accordance with its Percentage Interest and to all Unitholders, Pro Rata, in accordance with a percentage equal to 100% less the Percentage Interest of the General Partner Interest, and applicable to the General Partner in a percentage equal to the Percentage Interest of its General Partner InterestPartner, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (bA) Second, to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units and Class C Units, Pro Rata, in a percentage equal to 100% less the General Partner’s Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4. 15. The heading to Section 6.7 of the Partnership Agreement is hereby amended to read in its entirety: Special Provisions Relating to the Holders of Subordinated Units, Class B Units and Class C Units.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (bA) Second, to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the General Partner’s in Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a6.3 (a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on in the Initial Closing Date Offering has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (bA) Second, to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the General Partner’s Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. ‌ Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on in the Initial Closing Date Public Offering has received with respect to such Common Unit, Unit during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; Price of such Common Unit. Available Cash that is deemed to be Capital Surplus shall then be distributed (bA) Second, to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the General Partner’s Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (bA) Second, to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the General Partner's Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Subject to Section 5.11(b)(i), Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Common and Subordinated Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (bA) Second, to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the General Partner’s Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a6.1(a) shall, subject to Section 17-607 51 of the Delaware Xxxxxxxx Islands Act, be distributed, unless the provisions of Section 6.3 6.1 require otherwise, as follows: (a) First, 100% to the General Partner and all Unitholders, Pro Rataholders of Common Units and Subordinated Units in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (a) to the General Partner in accordance with its Percentage Interest and (b) Second, to the all Unitholders holding Common Units, Units their Pro Rata, in Rata share of a percentage equal to 100% less the General Partner’s Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.46.2.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price;. Available Cash that is deemed to be Capital Surplus shall then be distributed as follows: (ba) SecondFirst, to the General Partner in accordance with its Percentage Interest and to all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the General Partner’s Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (cb) ThirdThereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus Distributable Cash Flow and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 99% to all Unitholders, in accordance with their relative Percentage Interests, and 1% to the General Partners, Pro Rata, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; (b) Second, . Available Cash that is deemed to the be Capital Surplus shall then be distributed 99% to all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the accordance with their relative Percentage Interest of the General Partner InterestInterests, and 1% to the General Partner in a percentage equal to the Percentage Interest of its General Partner InterestPartners, Pro Rata, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a6.2(a) shall, subject to Section 17-607 51 of the Delaware Xxxxxxxx Islands Act, be distributed, unless the provisions of Section 6.3 6.2 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (a) to the General Partner in accordance with its Percentage Interest and (b) Second, to the all Unitholders holding Common Units, Units their Pro Rata, in Rata share of a percentage equal to 100% less the General Partner’s Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.46.3.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 100% to all Unitholders, Pro Ratathe General Partner and the Unitholders in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (bA) Second, to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the General Partner's in Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash with respect to any Quarter ending on or after the Closing Date that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: (a) First, 100% to all the General Partner and the Unitholders, Pro Rata, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; . Available Cash that is deemed to be Capital Surplus shall then be distributed (a) to the General Partner in accordance with its Percentage Interest and (b) Second, to the all Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the General Partner’s Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with in respect to of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third. Thereafter, any remaining all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

Distributions of Available Cash from Capital Surplus. Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall, subject to Section 17-607 of the Delaware Act, be distributed, unless the provisions of Section 6.3 require otherwise, as follows: the (ai) Firstfirst, 100% to all UnitholdersUnitholders holding Series A Preferred Units, Pro Rata, until there has been distributed in respect of each Series A Preferred Unit then Outstanding an amount equal to the Series A Liquidation Value (provided that the holders of the Series A Preferred Units may, by majority vote of the Series A Preferred Units, elect to waive part or all of any distributions under this clause (i)) and (ii) thereafter, 100% to the General Partner and the Unitholders, in accordance with their respective Percentage Interests, until a hypothetical holder of a Common Unit acquired on the Initial Closing Date has received with respect to such Common Unit, during the period since the Initial Closing Date through such date, distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price; (b) Second. Thereafter, to the Unitholders holding Common Units, Pro Rata, in a percentage equal to 100% less the Percentage Interest of the General Partner Interest, and to the General Partner in a percentage equal to the Percentage Interest of its General Partner Interest, until there has been distributed with respect to each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage; (c) Third, any remaining Available Cash that is deemed to be Capital Surplus shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.