Common use of Purchase of the Units by the Underwriters Clause in Contracts

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as the Representative may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Hiland Holdings GP, LP

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Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 6,352,408 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s 's name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Unitsshares, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 952,861 Option Units. Such option (is granted for the “Option”) is exercisable purpose of covering over-allotments in the event that the Underwriters sell more Common Units than the number sale of Firm Units in the offering and is exercisable as set forth provided in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as shall be purchased severally for the Representative may determine) that bears account of the same Underwriters in proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth opposite the names of such Underwriters in Schedule I hereto opposite the name 1 hereto. The respective purchase obligations of such each Underwriter bears with respect to the total number of Firm UnitsOption Units shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amounts. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 ____ per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable First Delivery DateDate or the Second Delivery Date (as hereinafter defined), as the case may be, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Penn Virginia Resource Partners L P)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 2,300,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 345,000 additional Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 26.49 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Global Partners Lp)

Purchase of the Units by the Underwriters. On the basis of the representations representations, warranties and warranties covenants contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 2,800,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Common Units, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 420,000 additional Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Firm Units. The purchase price of payable by the Underwriters for both the Firm Units and any Option Units purchased by the Underwriters shall be is $17.39 29.03 per Common Unitunit. The Partnership shall is not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (SunCoke Energy Partners, L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership Company agrees to sell the 11,250,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s 's name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Unitsshares, as the Representative Representatives may determine. In addition, the Partnership Company grants to the Underwriters an option to purchase up to 1,050,000 1,687,500 Option Units. Such option (is granted solely for the “Option”) is exercisable purpose of covering over-allotments in the event that the Underwriters sell more Common Units than the number sale of Firm Units in the offering and is exercisable as set forth provided in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as shall be purchased severally for the Representative may determine) that bears account of the same Underwriters in proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth opposite the names of such Underwriters in Schedule I hereto opposite the name 1 hereto. The respective purchase obligations of such each Underwriter bears with respect to the total number of Firm UnitsOption Units shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amounts. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 _____ per Common Unit. The Partnership Company shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable First Delivery DateDate or the Second Delivery Date (as hereinafter defined), as the case may be, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: A Consolidation Agreement (Enterprise Products Partners L P)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, in and subject to the terms and conditions of, of this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, Common Units as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 Option 1,687,500 Common Units, severally and not jointly. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 47.660 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery Date, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Williams Partners L.P.

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, Common Units as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 Option 2,437,500 Common Units, severally and not jointly. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 18.80 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery Date, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Williams Pipeline Partners L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s 's name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 750,000 Option Units. Such option (the “Option”) is Units exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter (as such number may be increased pursuant to Section 9) bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 29.904 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Markwest Energy Partners L P)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership Company agrees to sell the 7,875,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s 's name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Unitsshares, as the Representative Representatives may determine. In addition, the Partnership Company grants to the Underwriters an option to purchase up to 1,050,000 1,181,250 Option Units. Such option (is granted solely for the “Option”) is exercisable purpose of covering over-allotments in the event that the Underwriters sell more Common Units than the number sale of Firm Units in the offering and is exercisable as set forth provided in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as shall be purchased severally for the Representative may determine) that bears account of the same Underwriters in proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth opposite the names of such Underwriters in Schedule I hereto opposite the name 1 hereto. The respective purchase obligations of such each Underwriter bears with respect to the total number of Firm UnitsOption Units shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amounts. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 _____ per Common Unit. The Partnership Company shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable First Delivery DateDate or the Second Delivery Date (as defined in Section 4), as the case may be, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Eastern States Oil & Gas Inc)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the aggregate number of Firm Units from the Partnership set forth opposite that Underwriter’s 's name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Unitsunits, as the Representative Representatives may determine. In addition, the Partnership Selling Unitholder grants to the Underwriters an option to purchase up to 1,050,000 any or all of the Option Units. Such option (the "Option") is exercisable granted for the purpose of covering over-allotments in the event that the Underwriters sell more Common Units than the number sale of Firm Units in the offering and is exercisable as set forth provided in Section 4 5 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of The Option Units (subject to such adjustments to eliminate fractional Units as shall be purchased severally for the Representative may determine) that bears account of the same Underwriters in proportion to the total number of Option Units to be sold on such Delivery Date as the aggregate number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriters in Schedule 1 hereto. The respective purchase obligations of each Underwriter bears with respect to the total number of Firm UnitsOption shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 unit amounts. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 47.655 per Common Unit. The Partnership and the Selling Unitholder shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery Date, as the case may be, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Magellan Midstream Partners Lp

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 1,950,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 19.74 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Duncan Energy Partners L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 7,200,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective Each Underwriter shall be obligated to purchase obligations from the Partnership that number of the Underwriters with respect to the Firm Units shall be rounded among set forth opposite the Underwriters to avoid fractional Units, as the Representative may determinename of such Underwriter in Schedule 1. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 1,080,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Underwriters may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 19.56 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Crosstex Energy Lp)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 1,500,000 Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units from the Partnership set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Unitsunits, as the Representative may determine. In addition, the Partnership hereby grants to the Underwriters an option to purchase up to 1,050,000 225,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and is exercisable as set forth provided in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in on Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 37.343 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Sunoco Logistics Partners Lp

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 2,300,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that such Underwriter’s name in Schedule I 1 attached hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional LP Units, as the Representative Underwriters may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 an additional 345,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common LP Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agreesof the Underwriters, severally and not jointly, agrees to purchase the number of Option Units (subject to such adjustments to eliminate fractional LP Units as the Representative Underwriters may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth opposite its name in Schedule I 1 attached hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 42.864 per Common Unitunit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Buckeye Partners L P)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 8,800,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective Each Underwriter shall be obligated to purchase obligations from the Partnership that number of the Underwriters with respect to the Firm Units shall be rounded among set forth opposite the Underwriters to avoid fractional Units, as the Representative may determinename of such Underwriter in Schedule 1. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 1,320,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Underwriters may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 15.63 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Crosstex Energy Lp)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriterseach Underwriter, and each of the UnderwritersUnderwriter, severally and not jointly, agrees to purchase from the Partnership the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 an aggregate of 750,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units common units than the number of Firm Units in the offering and as set forth provided in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of The Option Units (subject to such adjustments to eliminate fractional Units as shall be purchased severally for the Representative may determine) that bears account of the same Underwriters in proportion to the total number of Option Units to be sold on such Delivery Date as the aggregate number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter bears in Schedule I hereto. The respective purchase obligations of each Underwriter with respect to the total number of Firm UnitsOption shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amounts. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 36.0192 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on any Delivery Date (as hereinafter defined), as the applicable Delivery Datecase may be, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Atlas Pipeline Partners Lp)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership Selling Unitholder agrees to sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative may determine. In addition, the Partnership Selling Unitholder grants to the Underwriters an option to purchase up to 1,050,000 1,304,345 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 5 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter (as such number may be increased pursuant to Section 11) bears to the total number of Firm Units. The respective purchase obligations of the Underwriters with respect to the Option Units shall be rounded among the Underwriters to avoid fractional units, as the Representatives may determine. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 11.808 per Common Unit. The Partnership Selling Unitholder shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Penn Virginia GP Holdings, L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, in and subject to the terms and conditions of, of this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, Common Units as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 Option 1,387,500 Common Units, severally and not jointly. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 41.11 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery Date, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Williams Partners L.P.

Purchase of the Units by the Underwriters. On the basis of the representations representations, warranties and warranties covenants contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 40,000,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Unitsshares, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 6,000,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 3 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units shares as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Firm Units. The purchase price of payable by the Underwriters for both the Firm Units and any Option Units is $21.9995 per Unit. The purchase price payable by the Underwriters for any Option Units purchased by the Underwriters shall be $17.39 21.9995 per Common UnitUnit less an amount equal to any dividends or distributions declared by the Partnership and payable on each Firm Unit but not on such Option Units being purchased. The Partnership shall is not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Shell Midstream Partners, L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative Underwriters may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 525,000 Option Units. Such option (is granted for the “Option”) is exercisable purpose of covering over-allotments in the event that the Underwriters sell more Common Units than the number sale of Firm Units in the offering and is exercisable as set forth provided in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as shall be purchased severally for the Representative may determine) that bears account of the same Underwriters in proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth opposite the names of such Underwriters in Schedule I hereto opposite the name 1 hereto. The respective purchase obligations of such each Underwriter bears with respect to the total number of Firm UnitsOption Units shall be adjusted by the Underwriters so that no Underwriter shall be obligated to purchase Option Units other than in 100 Common Unit amounts. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 [ ] per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery DateDate (as hereinafter defined), except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (K-Sea Tranportation Partners Lp)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 7,750,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that such Underwriter’s name in Schedule I 1 attached hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional LP Units, as the Representative Underwriters may determine. .. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 an additional 1,162,500 Option Units. Such option (Each of the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agreesUnderwriters, severally and not jointly, agrees to purchase the number of Option Units (subject to such adjustments to eliminate fractional LP Units as the Representative Underwriters may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth opposite its name in Schedule I 1 attached hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of the Firm Units and purchased by the Underwriters shall be $65.213 per unit. The price of any Option Units purchased by the Underwriters shall be $17.39 the same price per Common Unitunit as the Underwriters shall pay for the Firm Units, less an amount per unit equal to any dividends or distributions declared by the Partnership and payable on the Firm Units but not payable on the Option Units. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Buckeye Partners, L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations representations, warranties and warranties covenants contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 6,000,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Unitsunits, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 900,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Firm Units. The purchase price of payable by the Underwriters for both the Firm Units and any Option Units purchased by the Underwriters shall be is $17.39 32.46 per Common Unitunit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Antero Midstream Partners LP)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, in and subject to the terms and conditions of, of this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, Common Units as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 Option 1,275,000 Common Units, severally and not jointly. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 49.890 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery Date, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Williams Partners L.P.

Purchase of the Units by the Underwriters. On the basis of the representations representations, warranties and warranties covenants contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 12,500,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Unitsunits, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 1,875,000 additional Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Firm Units. The purchase price of payable by the Underwriters for both the Firm Units and any Option Units purchased by the Underwriters shall be is $17.39 21.20625 per Common Unit. The Partnership shall is not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Noble Midstream Partners LP)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 900,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Boardwalk Pipeline Partners, LP)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units Partnership Units, and the Selling Unitholder agrees to sell the Peabody Units, to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees Underwriters agree to purchase the number of such Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 502,500 Option Units. Such option (is granted for the “Option”) is exercisable purpose of covering over-allotments in the event that the Underwriters sell more Common Units than the number sale of Firm Units in the offering and is exercisable as set forth provided in Section 4 5 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as shall be purchased severally for the Representative may determine) that bears account of the same Underwriters in proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth opposite the respective names of such Underwriters in Schedule I hereto opposite the name hereto. The respective purchase obligations of such each Underwriter bears with respect to the total number of Firm UnitsOption Units shall be adjusted by the Underwriters so that no Underwriter shall be obligated to purchase Option Units other than in 100 unit amounts. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 50.01 per Common Unit. The Partnership and the Selling Unitholder shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable First Delivery DateDate or the Second Delivery Date (as hereinafter defined), as the case may be, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Penn Virginia Resource Partners L P)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the aggregate number of Firm Units from the Partnership set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Unitsunits, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 any or all of the Option Units. Such option (the “Option”) is exercisable granted for the purpose of covering over-allotments in the event that the Underwriters sell more Common Units than the number sale of Firm Units in the offering and is exercisable as set forth provided in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of The Option Units (subject to such adjustments to eliminate fractional Units as shall be purchased severally for the Representative may determine) that bears account of the same Underwriters in proportion to the total number of Option Units to be sold on such Delivery Date as the aggregate number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriters in Schedule 1 hereto. The respective purchase obligations of each Underwriter bears with respect to the total number of Firm UnitsOption shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 unit amounts. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 52.184 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery Date, as the case may be, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Magellan Midstream Partners Lp)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase purchase, the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 525,000 Option Units. Such option (is granted for the “Option”) is exercisable purpose of covering over-allotments in the event that the Underwriters sell more Common Units than the number sale of Firm Units in the offering and is exercisable as set forth provided in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as shall be purchased severally for the Representative may determine) that bears account of the same Underwriters in proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth opposite the names of such Underwriters in Schedule I hereto opposite (subject, in each case, to such adjustment as the name of such Underwriter bears Representatives may determine to the total number of Firm Unitseliminate fractional units). The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 37.92 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery DateDate (as hereinafter defined), except upon payment for all such the Units to be purchased on such Delivery Date as provided herein. Delivery of any Units to be delivered on any Delivery Date (as hereinafter defined) shall be completed by the issuance and delivery in four consecutive deliveries, each equal to 25% of the total number of Firm Units set forth opposite each Underwriter’s name on Schedule 1 or, in the case of any Option Units, in four consecutive deliveries each equal to 25% of the total number of Option Units to be purchased by such Underwriter.

Appears in 1 contract

Samples: Underwriting Agreement (K-Sea Transportation Partners Lp)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 1,500,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Boardwalk Pipeline Partners, LP)

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Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership Selling Unitholder agrees to sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative may determine. In addition, the Partnership Selling Unitholder grants to the Underwriters an option to purchase up to 1,050,000 1,500,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 5 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter (as such number may be increased pursuant to Section 11) bears to the total number of Firm Units. The respective purchase obligations of the Underwriters with respect to the Option Units shall be rounded among the Underwriters to avoid fractional units, as the Representatives may determine. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 17.70 per Common Unit. The Partnership Selling Unitholder shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Penn Virginia GP Holdings, L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, in and subject to the terms and conditions of, of this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, Common Units as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 Option 1,387,500 Common Units, severally and not jointly. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 36.24 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery Date, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Williams Partners L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations representations, warranties and warranties covenants contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 40,000,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Unitsunits, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 6,000,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Firm Units. The purchase price of payable by the Underwriters for both the Firm Units and any Option Units purchased by the Underwriters shall be is $17.39 23.875 per Common Unitunit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Antero Midstream Partners LP)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, in and subject to the terms and conditions of, of this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, Common Units as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 Option 1,200,000 Common Units, severally and not jointly. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Williams Partners L.P.

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 7,500,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective Each Underwriter shall be obligated to purchase obligations from the Partnership that number of the Underwriters with respect to the Firm Units shall be rounded among set forth opposite the Underwriters to avoid fractional Units, as the Representative may determinename of such Underwriter in Schedule 1. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 1,125,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Underwriters may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 14.55 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Crosstex Energy Lp)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 11,000,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Unitsunits, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 1,650,000 additional Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 23.52 per Common Unitunit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Regency Energy Partners LP)

Purchase of the Units by the Underwriters. On the basis of the representations representations, warranties and warranties agreements contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to issue and sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 all or a portion of the Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Unit Purchase Agreement (BreitBurn Energy Partners L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership Selling Unitholder agrees to sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative may determine. In addition, the Partnership Selling Unitholder grants to the Underwriters an option to purchase up to 1,050,000 1,500,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 5 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 28.93 per Common Unit. The Partnership Selling Unitholder shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Boardwalk Pipeline Partners, LP)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 8,750,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 1,312,500 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 17.2975 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Oxford Resource Partners LP)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 2,600,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that such Underwriter’s name in Schedule I 1 attached hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional LP Units, as the Representative Underwriters may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 an additional 390,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common LP Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agreesof the Underwriters, severally and not jointly, agrees to purchase the number of Option Units (subject to such adjustments to eliminate fractional LP Units as the Representative Underwriters may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth opposite its name in Schedule I 1 attached hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 35.08 per Common Unitunit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Buckeye Partners L P)

Purchase of the Units by the Underwriters. On the basis of the representations representations, warranties and warranties covenants contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 5,300,000 Firm Units and the Selling Unitholder agrees to sell 3,700,000 Firm Units, severally and not jointly, to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Common Units, as the Representative may determine. In addition, the Partnership Selling Unitholder grants to the Underwriters an option to purchase up to 1,050,000 1,350,000 additional Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative may determine) that bears the same proportion to the total number of Option Units to be sold on such the applicable Option Units Delivery Date (as defined in Section 5) as the number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Firm Units. The purchase price of payable by the Underwriters for the Firm Units and shall be $37.4325 per Unit. The purchase price payable by the Underwriters for any Option Units purchased by the Underwriters shall be $17.39 37.4325 per Common UnitUnit less an amount equal to any distributions declared by the Partnership and payable on each Firm Unit but not on such Option Units being purchased. The Partnership shall and the Selling Unitholder are not be obligated to deliver any of the Firm Units or Option Units Units, as applicable, to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Summit Midstream Partners, LP)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 1,950,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 3 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 [___] per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Duncan Energy Partners L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 1,800,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective Each Underwriter shall be obligated to purchase obligations from the Partnership that number of the Underwriters with respect to the Firm Units shall be rounded among set forth opposite the Underwriters to avoid fractional Units, as the Representative may determinename of such Underwriter in Schedule 1. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 270,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Underwriters may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 32.10 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Crosstex Energy Lp)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 1,200,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 26.66 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Boardwalk Pipeline Partners, LP)

Purchase of the Units by the Underwriters. On the basis of the representations representations, warranties and warranties covenants contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the 22,500,000 Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Common Units, as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 3,375,000 additional Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Firm Units. The purchase price of payable by the Underwriters for both the Firm Units and any Option Units purchased by the Underwriters shall be is $17.39 17.955 per Common Unit. The Partnership shall is not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Black Stone Minerals, L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Unitsunits, as the Representative may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 1,875,000 Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as the Representative may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 [_._] per Common Unitunit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Alliance Holdings GP, L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, and subject to the terms and conditions of, this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, as the Representative Underwriters may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 [ ] Option Units. Such option (is granted for the “Option”) is exercisable purpose of covering over-allotments in the event that the Underwriters sell more Common Units than the number sale of Firm Units in the offering and is exercisable as set forth provided in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Units as shall be purchased severally for the Representative may determine) that bears account of the same Underwriters in proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth opposite the names of such Underwriters in Schedule I hereto opposite the name 1 hereto. The respective purchase obligations of such each Underwriter bears with respect to the total number of Firm UnitsOption Units shall be adjusted by the Underwriters so that no Underwriter shall be obligated to purchase Option Units other than in 100 Common Unit amounts. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 [ ] per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery Date, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Stonemor Partners Lp)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, in and subject to the terms and conditions of, of this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, Common Units as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 Option Common Units, severally and not jointly. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 36.48 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery Date, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Underwriting Agreement (Williams Partners L.P.)

Purchase of the Units by the Underwriters. On the basis of the representations and warranties contained in, in and subject to the terms and conditions of, of this Agreement, the Partnership agrees to sell the Firm Units to the several Underwriters, Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. The respective purchase obligations of the Underwriters with respect to the Firm Units shall be rounded among the Underwriters to avoid fractional Units, Common Units as the Representative Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to 1,050,000 Option Common Units, severally and not jointly. Such option (the “Option”) is exercisable in the event that the Underwriters sell more Common Units than the number of Firm Units in the offering and as set forth in Section 4 hereof. Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units (subject to such adjustments to eliminate fractional Common Units as the Representative Representatives may determine) that bears the same proportion to the total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule I 1 hereto opposite the name of such Underwriter bears to the total number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $17.39 60.92 per Common Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on the applicable any Delivery Date, except upon payment for all such the Units to be purchased on such Delivery Date as provided herein.

Appears in 1 contract

Samples: Letter Agreement (Williams Partners L.P.)

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