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 to each Underwriter, and each Underwriter, 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. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate of 750,000 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 provided in Section 4 hereof. The Option Units shall be purchased severally for the account of the Underwriters in proportion to the aggregate number of Firm Units set forth opposite the name of such Underwriter in Schedule I hereto. The respective purchase obligations of each Underwriter with respect to the Option 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 shall be $36.0192 per Unit. The Partnership shall not be obligated to deliver any of the Units to be delivered on any Delivery Date (as hereinafter defined), as the case may be, except upon payment for all the Units to be purchased on such Delivery Date as provided herein.

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 to each Underwriterthe Partnership Units, and each Underwriter, severally and not jointly, the Selling Unitholder agrees to sell the Peabody Units, to the Underwriters, and the Underwriters agree to purchase from the Partnership the number of such Firm Units set forth opposite that Underwriter’s name in Schedule I heretoUnits. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate of 750,000 502,500 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 provided in Section 4 5 hereof. The Option Units shall be purchased severally for the account of the Underwriters in proportion to the aggregate number of Firm Units set forth opposite the name respective names of such Underwriter Underwriters in Schedule I hereto. The respective purchase obligations of each Underwriter with respect to the Option Units shall be adjusted by the Representatives Underwriters so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit unit amounts. The price of both the Firm Units and any Option Units shall be $36.0192 50.01 per Unit. The Partnership and the Selling Unitholder shall not be obligated to deliver any of the Units to be delivered on any the First Delivery Date or the Second Delivery Date (as hereinafter defined), as the case may be, except upon payment for all the Units to be purchased on such Delivery Date as provided herein.

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 12,500,000 Firm Units to each Underwriterthe several Underwriters, and each Underwriterof the Underwriters, 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 Common Units, as the Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate of 750,000 1,875,000 additional Option Units. Such option (the “Option”) is exercisable in the event that the Underwriters sell more common units than Each Underwriter agrees, severally and not jointly, to purchase the number of Firm Units in the offering and as provided in Section 4 hereof. The Option Units shall be purchased severally for (subject to such adjustments to eliminate fractional Common Units as the account of Representatives may determine) that bears the Underwriters in same proportion to the aggregate total number of Option Units to be sold on the applicable Option Units Delivery Date (as defined in Section 4) as the number of Firm Units set forth in Schedule I hereto opposite the name of such Underwriter in Schedule I heretobears to the total number of Firm Units. The respective purchase obligations of each Underwriter with respect to the Option shall be adjusted price payable by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amounts. The price of both Underwriters for the Firm Units and any Option Units shall be $36.0192 18.79 per Unit. The Partnership shall is not be obligated to deliver any of the Firm Units or Option Units, as applicable, to be delivered on any the applicable Delivery Date (as hereinafter defined), as the case may beDate, except upon payment for all the such Units to be purchased on such Delivery Date as provided herein.

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 1,800,000 Firm Units to each Underwriterthe several Underwriters, and each Underwriterof the Underwriters, 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 1 hereto. Each Underwriter shall be obligated to purchase from the Partnership that number of Firm Units set forth opposite the name of such Underwriter in Schedule 1. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate of 750,000 270,000 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 provided set forth in Section 4 hereof. The Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units shall be purchased severally for the account of (subject to such adjustments to eliminate fractional Common Units as the Underwriters in may determine) that bears the same proportion to the aggregate total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule 1 hereto opposite the name of such Underwriter in Schedule I hereto. The respective purchase obligations of each Underwriter with respect bears to the Option shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amountstotal number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $36.0192 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 any the applicable Delivery Date (as hereinafter defined), as the case may beDate, except upon payment for all the such Units to be purchased on such Delivery Date as provided herein.

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 40,000,000 Firm Units to each Underwriterthe several Underwriters, and each Underwriterof the Underwriters, 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 Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate of 750,000 6,000,000 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 provided set forth in Section 4 hereof. The Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units shall be purchased severally for (subject to such adjustments to eliminate fractional units as the account of Representatives may determine) that bears the Underwriters in same proportion to the aggregate 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 in Schedule I heretobears to the total number of Firm Units. The respective purchase obligations of each Underwriter with respect to the Option shall be adjusted price payable by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amounts. The price of Underwriters for both the Firm Units and any Option Units shall be is $36.0192 23.875 per Unitunit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on any the applicable Delivery Date (as hereinafter defined), as the case may beDate, except upon payment for all the such Units to be purchased on such Delivery Date as provided herein.

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 7,750,000 Firm Units to each Underwriterthe Underwriters, and each Underwriterof the Underwriters, severally and not jointly, agrees to purchase from the Partnership 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 Underwriters may determine.. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate of 750,000 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 Underwriters, severally and not jointly, agrees to purchase the number of Firm Units in the offering and as provided in Section 4 hereof. The Option Units shall be purchased severally for the account of (subject to such adjustments to eliminate fractional LP Units as the Underwriters in may determine) that bears the same proportion to the aggregate total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth opposite the its name of such Underwriter in Schedule I hereto. The respective purchase obligations of each Underwriter with respect 1 attached hereto bears to the Option shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amountstotal number of Firm Units. The price of both 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 $36.0192 the same price per 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 Units to be delivered on any the applicable Delivery Date (as hereinafter defined), as the case may beDate, except upon payment for all the such Units to be purchased on such Delivery Date as provided herein.

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 3,565,000 Firm Units to each Underwriterthe several Underwriters, and each Underwriterof the Underwriters, 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 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 Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate of 750,000 534,750 additional 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 provided set forth in Section 4 hereof. The Each Underwriter agrees, severally and not jointly, to purchase from the Partnership the number of Option Units shall be purchased severally for (subject to such adjustments to eliminate fractional Units as the account of Representatives may determine) that bears the Underwriters in same proportion to the aggregate total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule 1 hereto opposite the name of such Underwriter in Schedule I hereto. The respective purchase obligations of each Underwriter with respect bears to the Option shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amountstotal number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $36.0192 38.75 per Unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on any the applicable Delivery Date (as hereinafter defined), as the case may beDate, except upon payment for all the such Units to be purchased on such Delivery Date as provided herein.

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 2,500,000 Firm Units to each Underwriter, the several Underwriters and each Underwriterof the Underwriters, severally and not jointly, agrees to purchase from the Partnership the 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 units, as ▇▇▇▇▇▇ Brothers Inc. may determine. In addition, the Partnership hereby grants to the Underwriters an option to purchase up to an aggregate of 750,000 375,000 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 provided in Section 4 hereof. The Option Units shall be purchased severally for the account of the Underwriters in proportion to the aggregate number of Firm Units set forth opposite the name of such Underwriter Underwriters in Schedule I 1 hereto. The respective purchase obligations of each Underwriter with respect to the Option shall be adjusted by the Representatives ▇▇▇▇▇▇ Brothers Inc. so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit unit amounts. The price of both the Firm Units and any Option Units shall be $36.0192 35.906 per Unit. The Partnership shall not be obligated to deliver any of the Units to be delivered on any Delivery Date (as hereinafter defined), as the case may be, except upon payment for all the Units to be purchased on such Delivery Date as provided herein.

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 6,352,408 Firm Units to each Underwriterthe several Underwriters, and each Underwriterof the Underwriters, severally and not jointly, agrees to purchase from the Partnership 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 shares, as the Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate of 750,000 952,861 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 provided in Section 4 hereof. The Option Units shall be purchased severally for the account of the Underwriters in proportion to the aggregate number of Firm Units set forth opposite the name names of such Underwriter Underwriters in Schedule I 1 hereto. The respective purchase obligations of each Underwriter with respect to the Option 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 shall be $36.0192 ____ per Unit. The Partnership shall not be obligated to deliver any of the Units to be delivered on any the First Delivery Date or the Second Delivery Date (as hereinafter defined), as the case may be, except upon payment for all the Units to be purchased on such Delivery Date as provided herein.

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 7,500,000 Firm Units to each Underwriterthe several Underwriters, and each Underwriterof the Underwriters, 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 1 hereto. Each Underwriter shall be obligated to purchase from the Partnership that number of Firm Units set forth opposite the name of such Underwriter in Schedule 1. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate of 750,000 1,125,000 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 provided set forth in Section 4 hereof. The Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units shall be purchased severally for the account of (subject to such adjustments to eliminate fractional Common Units as the Underwriters in may determine) that bears the same proportion to the aggregate total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule 1 hereto opposite the name of such Underwriter in Schedule I hereto. The respective purchase obligations of each Underwriter with respect bears to the Option shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amountstotal number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $36.0192 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 any the applicable Delivery Date (as hereinafter defined), as the case may beDate, except upon payment for all the such Units to be purchased on such Delivery Date as provided herein.

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 each Underwriter, the several Underwriters and each Underwriterof the Underwriters, severally and not jointly, agrees to purchase from the Partnership 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 units, as the Representatives may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate any or all of 750,000 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 provided in Section 4 hereof. The Option Units shall be purchased severally for the account of the Underwriters in proportion to the aggregate number of Firm Units set forth opposite the name of such Underwriter Underwriters in Schedule I 1 hereto. The respective purchase obligations of each Underwriter with respect to the Option shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit unit amounts. The price of both the Firm Units and any Option Units shall be $36.0192 52.184 per Unit. The Partnership shall not be obligated to deliver any of the Units to be delivered on any Delivery Date (as hereinafter defined)Date, as the case may be, except upon payment for all the Units to be purchased on such Delivery Date as provided herein.

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 8,800,000 Firm Units to each Underwriterthe several Underwriters, and each Underwriterof the Underwriters, 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 1 hereto. Each Underwriter shall be obligated to purchase from the Partnership that number of Firm Units set forth opposite the name of such Underwriter in Schedule 1. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate of 750,000 1,320,000 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 provided set forth in Section 4 hereof. The Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units shall be purchased severally for the account of (subject to such adjustments to eliminate fractional Common Units as the Underwriters in may determine) that bears the same proportion to the aggregate total number of Option Units to be sold on such Delivery Date as the number of Firm Units set forth in Schedule 1 hereto opposite the name of such Underwriter in Schedule I hereto. The respective purchase obligations of each Underwriter with respect bears to the Option shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amountstotal number of Firm Units. The price of both the Firm Units and any Option Units purchased by the Underwriters shall be $36.0192 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 any the applicable Delivery Date (as hereinafter defined), as the case may beDate, except upon payment for all the such Units to be purchased on such Delivery Date as provided herein.

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 each Underwriterthe several Underwriters, and each Underwriterof the Underwriters, severally and not jointly, agrees to purchase from the Partnership purchase, the number of Firm Units set forth opposite that Underwriter’s name in Schedule I 1 hereto. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate of 750,000 525,000 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 provided in Section 4 hereof. The Option Units shall be purchased severally for the account of the Underwriters in proportion to the aggregate number of Firm Units set forth opposite the name names of such Underwriter Underwriters in Schedule I hereto. The respective purchase obligations of hereto (subject, in each Underwriter with respect case, to the Option shall be adjusted by such adjustment as the Representatives so that no Underwriter shall be obligated may determine to purchase Option Units other than in 100 Unit amountseliminate fractional units). The price of both the Firm Units and any Option Units shall be $36.0192 37.92 per Common Unit. The Partnership shall not be obligated to deliver any of the Units to be delivered on any Delivery Date (as hereinafter defined), as the case may be, except upon payment for all 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.

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 3,400,000 Firm Units to each Underwriter, the several Underwriters and each Underwriterof the Underwriters, severally and not jointly, agrees to purchase from the Partnership 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 units, as ▇▇▇▇▇▇ Brothers Inc. may determine. In addition, the Partnership hereby grants to the Underwriters an option to purchase up to an aggregate of 750,000 510,000 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 provided in Section 4 hereof. The Option Units shall be purchased severally for the account of the Underwriters in proportion to the aggregate number of Firm Units set forth opposite the name of such Underwriter Underwriters in Schedule I 1 hereto. The respective purchase obligations of each Underwriter with respect to the Option shall be adjusted by the Representatives ▇▇▇▇▇▇ Brothers Inc. so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit unit amounts. The price of both the Firm Units and any Option Units shall be $36.0192 38.06 per Unit. The Partnership shall not be obligated to deliver any of the Units to be delivered on any Delivery Date (as hereinafter defined), as the case may be, except upon payment for all the Units to be purchased on such Delivery Date as provided herein.

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 each Underwriter, the several Underwriters and each Underwriterof the Underwriters, severally and not jointly, agrees to purchase from the Partnership 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 units, as the Representatives may determine. In addition, the Partnership Selling Unitholder grants to the Underwriters an option to purchase up to an aggregate any or all of 750,000 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 provided in Section 4 5 hereof. The Option Units shall be purchased severally for the account of the Underwriters in proportion to the aggregate number of Firm Units set forth opposite the name of such Underwriter Underwriters in Schedule I 1 hereto. The respective purchase obligations of each Underwriter with respect to the Option shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit unit amounts. The price of both the Firm Units and any Option Units shall be $36.0192 47.655 per Unit. The Partnership and the Selling Unitholder shall not be obligated to deliver any of the Units to be delivered on any Delivery Date (as hereinafter defined)Date, as the case may be, except upon payment for all the Units to be purchased on such Delivery Date as provided herein.

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 2,100,000 Firm Units to each Underwriter, the several Underwriters and each Underwriterof the Underwriters, severally and not jointly, agrees to purchase from the Partnership 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 units, as ▇▇▇▇▇▇ Brothers Inc. may determine. In addition, the Partnership grants to the Underwriters an option to purchase up to an aggregate of 750,000 315,000 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 provided in Section 4 hereof. The Option Units shall be purchased severally for the account of the Underwriters in proportion to the aggregate number of Firm Units set forth opposite the name of such Underwriter Underwriters in Schedule I 1 hereto. The respective purchase obligations of each Underwriter with respect to the Option shall be adjusted by the Representatives ▇▇▇▇▇▇ Brothers Inc. 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 shall be $36.0192 per Unit. The Partnership shall not be obligated to deliver any of the Units to be delivered on any Delivery Date (as hereinafter defined), as the case may be, except upon payment for all the Units to be purchased on such Delivery Date as provided herein.

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 each Underwriterthe several Underwriters, and each Underwriterof the Underwriters, 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 an aggregate of 750,000 1,875,000 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 provided set forth in Section 4 hereof. The Each Underwriter agrees, severally and not jointly, to purchase the number of Option Units shall be purchased severally for (subject to such adjustments to eliminate fractional Units as the account of Representative may determine) that bears the Underwriters in same proportion to the aggregate 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 in Schedule I hereto. The respective purchase obligations of each Underwriter with respect bears to the Option shall be adjusted by the Representatives so that no Underwriter shall be obligated to purchase Option Units other than in 100 Unit amountstotal number of Firm Units. The price of both 12,000,000 of the Firm Units and any Option Units purchased by the Underwriters shall be $36.0192 23.50 per Unitunit. The price of the 500,000 Firm Units sold to Craft shall be $25.00 per unit. The Partnership shall not be obligated to deliver any of the Firm Units or Option Units to be delivered on any the applicable Delivery Date (as hereinafter defined), as the case may beDate, except upon payment for all the such Units to be purchased on such Delivery Date as provided herein.