Quarterly Distribution. Notwithstanding Section 6.05(c) of the Partnership Agreement, the General Partner hereby waives the irrevocability of the LP’s initial election to receive Quarterly Distribution made in the LP Subscription Agreement (the “Initial Election”) and hereby accepts the LP’s revocation of the Initial Election. For the avoidance of doubt, this waiver applies only to the Initial Election and this Letter Agreement does not waive the irrevocability of any future Quarterly Distribution election made by the LP.
Quarterly Distribution. Except as provided with respect to distributions of a Repayment Contribution to a Lending Member pursuant to Section 7.3(n), commencing with the first calendar quarter following the Effective Date and for each calendar quarter thereafter, distributions of all Net Cash Flow received by the Company which was not previously distributed in respect of such calendar quarter (or, in the case of the first calendar quarter to commence following the Effective Date, since the date of this Agreement) shall be made no later than the 30th day following the end of the applicable calendar quarter, or, if such 30th day is not a Business Day, on the first Business Day following such 30th day (or more frequently if determined from time to time by Administrative Member) in the following order of priority (subject to the final paragraph of this Section 9.2):
Quarterly Distribution. With respect to the quarter ended March 31, 2009, the ATN Board has, in accordance with the Operating Agreement, made such determinations (including as to Available Cash (as defined in the Operating Agreement) and cash reserves and other deductions to Available Cash) such that ATN shall not, and shall not permit any of its Subsidiaries (except for upstream distributions to ATN made by such Subsidiaries or, with respect to any of ATN’s Subsidiaries that are not wholly owned, distributions to any third party required pursuant to any contractual or fiduciary duty or obligation) to, declare, set aside, make or pay any dividend or other distribution, payable in cash, units, property or otherwise, with respect to any of its equity interests. ARTICLE V REPRESENTATIONS AND WARRANTIES OF PARENT Parent hereby (and with respect to Section 5.17 only, Atlas Energy Management) represents and warrants to ATN that, except as otherwise set forth (i) in Parent’s Disclosure Schedule to this Agreement (the “Parent Disclosure Schedule”) (it being agreed that disclosure of any item in any section of the Parent Disclosure Schedule shall also be deemed to be disclosed with respect to any other section of this Article V to which the relevance of such item is reasonably apparent on its face) or (ii) in the Parent SEC Reports (excluding any forward-looking statements included therein or any statements of a cautionary nature that are not historical facts in any risk factor section of such documents) filed with the SEC prior to the date of this Agreement:
Quarterly Distribution. With respect to the quarter ended March 31, 2009, the ATN Board has, in accordance with the Operating Agreement, made such determinations (including as to Available Cash (as defined in the Operating Agreement) and cash reserves and other deductions to Available Cash) such that ATN shall not, and shall not permit any of its Subsidiaries (except for upstream distributions to ATN made by such Subsidiaries or, with respect to any of ATN’s Subsidiaries that are not wholly owned, distributions to any third party required pursuant to any contractual or fiduciary duty or obligation) to, declare, set aside, make or pay any dividend or other distribution, payable in cash, units, property or otherwise, with respect to any of its equity interests.
Quarterly Distribution. The quarterly distribution rate per Common Unit for the most recently announced distribution date by the Selling Parties prior to the Closing Date shall not be less than $0.7250 per Common Unit.
