UNITS STAR GAS PARTNERS, L.P. COMMON UNITS UNDERWRITING AGREEMENTUnderwriting Agreement • February 3rd, 2004 • Star Gas Partners Lp • Retail-retail stores, nec • New York
Star Gas Partners, L.P., a Delaware limited partnership (the “Partnership”), proposes to sell an aggregate of 1,300,000 Common Units representing limited partner interests in the Partnership (the “Firm Units”) to you and the other underwriters named in Schedule 1 (collectively, the “Underwriters”) for whom you are acting as representatives (the “Representatives”). If you are the only Underwriters named in Schedule 1, all references herein to the Representatives shall be deemed to be to you as the Underwriters. The Partnership has also agreed to grant to the several Underwriters an option (the “Option”) to purchase up to an aggregate of 195,000 additional common units (the “Option Units”) on the terms and for the purposes set forth in Section 1(b). The Firm Units and the Option Units are hereinafter collectively referred to as the “Units.”
