Common use of Option Units Clause in Contracts

Option Units. In addition, upon the basis of the agreements, warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Partnership all or any part of the Option Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an “Option Closing Time”) shall be determined by the Representatives, but shall not be later than three full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such option and the delivery of notice of same to the Partnership, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II opposite the name of such Underwriter bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional units.

Option Units. In addition, upon On the basis of the agreementsrepresentations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) aboveCompany, the Partnership hereby grants to the several Underwriters, an option to the Underwriters, acting severally and not jointly, to purchase from the Partnership all or any part portion of the Option Units set forth at the same purchase price as the Firm Units, for use solely in Schedule I, plus covering any additional number over allotments made by the Underwriters in the sale and distribution of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofFirm Units. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from at any time to time (but not more than once) within such 30-day period only for 30 days after the purpose effective date of covering over-allotments which may be made this Agreement upon notice (confirmed in connection with the offering and distribution of the Initial Units upon written notice writing) by the Representatives Representative to the Partnership Company setting forth the aggregate number of Option Units as to which the several Underwriters are then exercising the option option, the names and denominations in which the certificates for the Option Units are to be registered and the time date and date of payment and delivery for such time, as determined by the Representative, when the Option Units. Any Units are to be delivered, such time and date of delivery (an being herein referred to as the “Option Second Closing” and “Second Closing TimeDate”) shall be determined by , respectively; provided, however, that the Representatives, but Second Closing Date shall not be later earlier than three full the First Closing Date nor earlier than the second business days (day after the date on which the option shall have been exercised. No Option Units shall be sold and delivered unless the Firm Units previously have been, or earliersimultaneously are, without sold and delivered. The Option Units will be delivered by the consent Company to the account of the Partnership, than two full business days) after Representative for the exercise respective accounts of such option and the delivery several Underwriters against payment of notice the purchase price therefor by wire transfer of same day funds payable to the Partnership, nor in any event prior to order of the Closing TimeCompany, as hereinafter defined. If appropriate, at the option is exercised offices of Xxxxx Xxxxxxx & Co., U.S. Bancorp Center, 800 Nicollet Mall, Minneapolis, Minnesota, or such other location as to all or any portion of may be mutually acceptable at 9:00 a.m., Central time, on the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II opposite the name of such Underwriter bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional unitsSecond Closing Date.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Partnership all or any part of the Option up to 750,000 Common Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant at a price per share equal to the provisions of Purchase Price referred to in Section 8 hereof2(a) above. The option hereby granted will expire may be exercised up to 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments which that may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an “Option Closing TimeDate”) shall be determined by the Representatives, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such option and the delivery of notice of same to the Partnershipsaid option, nor in any event prior to the Closing TimeDate, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Exhibit A opposite the name of such Underwriter, plus any additional number of Initial Units that such Underwriter may become obligated to purchase pursuant to the provisions of Section 9 hereof, bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional unitsshares.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, Parent and the Partnership Selling Unitholder hereby grants grant an option to the Underwriters, acting severally and not jointly, to purchase from the Partnership all or any part of the Option up to 787,500 Common Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant at a price per share equal to the provisions of Purchase Price referred to in Section 8 hereof2(a) above. The option hereby granted will expire may be exercised up to 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives to the Partnership and the Parent setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an “Option Closing TimeDate”) shall be determined by the Representatives, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such option and the delivery of notice of same to the Partnershipsaid option, nor in any event prior to the Closing TimeDate, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Exhibit A opposite the name of such Underwriter, plus any additional number of Initial Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof, bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional unitsshares.

Option Units. In addition, upon On the basis of the agreementsrepresentations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase from the Partnership all or any part portion of the Option Units set forth at the same purchase price as the Firm Units, for use solely in Schedule I, plus covering any additional number over-allotments made by the Underwriters in the sale and distribution of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofFirm Units. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time within such 30-day period only for 45 days after the purpose effective date of covering over-allotments which may be made this Agreement upon notice (confirmed in connection with the offering and distribution of the Initial Units upon written notice writing) by the Representatives Representative to the Partnership Company setting forth the aggregate number of Option Units as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such Option Units. Any such time and date of delivery (an “Option Closing Time”) shall be time, as determined by you, when the RepresentativesOption Units are to be delivered, but shall not be in no event earlier than the First Closing Date (as defined below) nor earlier than the second business day or later than three full the tenth business days (or earlier, without the consent of the Partnership, than two full business days) day after the exercise of such option and the delivery of notice of same to the Partnership, nor in any event prior to the Closing Time, as hereinafter defined. If date on which the option is exercised as to all or any portion of the Option Units, the Partnership will sell that shall have been exercised. The number of Option Units then being purchased, and to be purchased by each of Underwriter shall be the Underwriters, acting severally and not jointly, will purchase that proportion same percentage of the total number of Option Units then being to be purchased which by the several Underwriters as the number of Initial Firm Units set forth in Schedule II opposite the name of to be purchased by such Underwriter bears to is of the total number of Initial UnitsFirm Units to be purchased by the several Underwriters, subject as adjusted by the Representative in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion Representative deems advisable to avoid fractional shares. No Option Units shall make be sold and delivered unless the Firm Units previously have been, or simultaneously are, sold and delivered. In no event may the option granted pursuant to eliminate any sales or purchases this Section 3(b) be exercised after separation of fractional unitsthe Firm Units occurs.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from up to an additional 300,000 Common Units at the price per unit of $22.60; provided that the purchase price per unit for any Option Units purchased upon the exercise of the overallotment option described in this Section 2(b) shall be reduced by an amount per common unit equal to any cash distributions declared by the Partnership all or any part of and payable on the Initial Units but not payable on the Option Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofUnits. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments overallotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives Underwriters to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an a “Option Closing TimeDate of Delivery”) shall be determined by the RepresentativesRepresentative, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such option and the delivery of notice of same to the Partnershipsaid option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Annex I opposite the name of such Underwriter bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their sole its discretion shall make to eliminate any sales or purchases of fractional unitssecurities.

Option Units. In addition, upon On the basis of the agreementsrepresentations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase from the Partnership all or any part portion of the Option Units set forth at the same purchase price as the Firm Units, for use solely in Schedule I, plus covering any additional number over-allotments made by the Underwriters in the sale and distribution of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofFirm Units. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time within such 30-day period only for 30 days after the purpose effective date of covering over-allotments which may be made this Agreement upon notice (confirmed in connection with the offering and distribution of the Initial Units upon written notice writing) by the Representatives Representative to the Partnership Company setting forth the aggregate number of Option Units as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such Option Units. Any such time and date of delivery (an “Option Closing Time”) shall be time, as determined by you, when the RepresentativesOption Units are to be delivered, but shall not be in no event earlier than the First Closing Date (as defined below) nor earlier than the second business day or later than three full the tenth business days (or earlier, without the consent of the Partnership, than two full business days) day after the exercise of such option and the delivery of notice of same to the Partnership, nor in any event prior to the Closing Time, as hereinafter defined. If date on which the option is exercised as to all or any portion of the Option Units, the Partnership will sell that shall have been exercised. The number of Option Units then being purchased, and to be purchased by each of Underwriter shall be the Underwriters, acting severally and not jointly, will purchase that proportion same percentage of the total number of Option Units then being to be purchased which by the several Underwriters as the number of Initial Firm Units set forth in Schedule II opposite the name of to be purchased by such Underwriter bears to is of the total number of Initial UnitsFirm Units to be purchased by the several Underwriters, subject as adjusted by the Representative in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion Representative deems advisable to avoid fractional shares. No Option Units shall make be sold and delivered unless the Firm Units previously have been, or simultaneously are, sold and delivered. In no event may the option granted pursuant to eliminate any sales or purchases this Section 3(b) be exercised after separation of fractional unitsthe Firm Units occurs.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from up to 1,545,000 Option Units at a price per share equal to the Purchase Price referred to in Section 2(a) above; provided that the price per share for any Option Units shall be reduced by an amount per share equal to any dividends or distributions declared, paid or payable by the Partnership all or any part of on the Initial Units but not payable on such Option Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofUnits. The option hereby granted will expire 30 days at 11:59 P.M. (New York City time) on the 30th day after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an “Option Closing TimeDate”) shall be determined by the Representatives, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such said option and (unless postponed in accordance with the delivery provisions of notice of same to the PartnershipSection 10), nor in any event prior to the Closing Time, as hereinafter definedDate. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchasedto the Underwriters, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Exhibit A opposite the name of such Underwriter, plus any additional number of Initial Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof, bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional unitsshares.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from up to an additional 315,000 Common Units at the price per unit of $28.30; provided that the purchase price per unit for any Option Units purchased upon the exercise of the overallotment option described in this Section 2(b) shall be reduced by an amount per common unit equal to any cash distributions declared by the Partnership all or any part of and payable on the Initial Units but not payable on the Option Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofUnits. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments overallotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives Underwriters to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an a “Option Closing TimeDate of Delivery”) shall be determined by the RepresentativesRepresentative, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such option and the delivery of notice of same to the Partnershipsaid option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Annex I opposite the name of such Underwriter bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their sole its discretion shall make to eliminate any sales or purchases of fractional unitssecurities.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Partnership all or any part of the Option up to 675,000 Common Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant at a price per share equal to the provisions of Purchase Price referred to in Section 8 hereof2(a) above. The option hereby granted will expire may be exercised up to 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments which that may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an “Option Closing TimeDate”) shall be determined by the Representatives, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such option and the delivery of notice of same to the Partnershipsaid option, nor in any event prior to the Closing TimeDate, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Exhibit A opposite the name of such Underwriter, plus any additional number of Initial Units that such Underwriter may become obligated to purchase pursuant to the provisions of Section 9 hereof, bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional unitsshares.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the UnderwritersUnderwriters to purchase, acting severally and not jointly, up to purchase from an additional [—] Common Units at the Partnership all or any part of the Option Units price per unit set forth in Schedule IA, plus less an amount per unit equal to any additional number of distributions declared by the Partnership and payable on the Firm Units but not payable on the Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofUnits. The option hereby granted will expire may be exercised for 30 days after the date hereof and may be exercised in whole or in part at any time from time to time within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an a “Option Closing TimeDate of Delivery”) shall be determined by the Representatives, but shall not be later sooner than three full business days (or earlier, without the consent of the Partnership, nor later than two seven full business days) days after the exercise of such option and the delivery of notice of same to the Partnershipsaid option, nor in any event prior to the Closing Time; provided, as hereinafter definedhowever, that a Date of Delivery may be sooner than three full business days after the exercise of said option if such Date of Delivery is the Closing Time. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Firm Units set forth in Schedule II A opposite the name of such Underwriter bears to the total number of Initial Firm Units, subject subject, in each case case, to such adjustments among the Underwriters as the Representatives in their sole and absolute discretion shall make to eliminate any sales or purchases of fractional unitsUnits.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from up to an additional 390,000 Common Units at the price per unit of $22.56; provided that the purchase price per unit for any Option Units purchased upon the exercise of the overallotment option described in this Section 2(b) shall be reduced by an amount per common unit equal to any cash distributions declared by the Partnership all or any part of and payable on the Initial Units but not payable on the Option Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofUnits. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments overallotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives Underwriters to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an a “Option Closing TimeDate of Delivery”) shall be determined by the Representatives, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such option and the delivery of notice of same to the Partnershipsaid option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Annex I opposite the name of such Underwriter bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional unitssecurities.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from up to an additional 300,000 Common Units at the price per unit of $23.31; provided that the purchase price per unit for any Option Units purchased upon the exercise of the overallotment option described in this Section 2(b) shall be reduced by an amount per common unit equal to any cash distributions declared by the Partnership all or any part of and payable on the Initial Units but not payable on the Option Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofUnits. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments overallotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives Underwriters to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an a “Option Closing TimeDate of Delivery”) shall be determined by the RepresentativesRepresentative, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such option and the delivery of notice of same to the Partnershipsaid option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Annex I opposite the name of such Underwriter bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their sole discretion shall make to eliminate any sales or purchases of fractional unitssecurities.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from up to 1,462,500 Option Units at a price per share equal to the Purchase Price referred to in Section 2(a) above; provided that the price per share for any Option Units shall be reduced by an amount per share equal to any dividends or distributions declared, paid or payable by the Partnership all or any part of on the Initial Units but not payable on such Option Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofUnits. The option hereby granted will expire 30 days at 11:59 P.M. (New York City time) on the 30th day after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives Xxxxx Fargo to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an “Option Closing TimeDate”) shall be determined by the RepresentativesXxxxx Fargo, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such said option and (unless postponed in accordance with the delivery provisions of notice of same to the PartnershipSection 10), nor in any event prior to the Closing Time, as hereinafter definedDate. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchasedto the Underwriters, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Exhibit A opposite the name of such Underwriter, plus any additional number of Initial Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof, bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives Xxxxx Fargo in their sole its discretion shall make to eliminate any sales or purchases of fractional unitsshares.

Option Units. In addition, upon On the basis of the agreementsrepresentations, warranties and representations and other agreements herein contained, but subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership Company hereby grants to the several Underwriters an option to the Underwriters, acting severally and not jointly, to purchase from the Partnership all or any part portion of the Option Units set forth at the same purchase price as the Firm Units, for use solely in Schedule I, plus covering any additional number over-allotments made by the Underwriters in the sale and distribution of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofFirm Units. The option hereby granted will expire 30 days after the date hereof and hereunder may be exercised in whole or in part from time to at any time within such 30-day period only for 45 days after the purpose effective date of covering over-allotments which may be made this Agreement upon notice (confirmed in connection with the offering and distribution of the Initial Units upon written notice writing) by the Representatives to the Partnership Company setting forth the aggregate number of Option Units as to which the several Underwriters are then exercising the option and the time date and date of payment and delivery for such Option Units. Any such time and date of delivery (an “Option Closing Time”) shall be time, as determined by you, when the RepresentativesOption Units are to be delivered, but shall not be in no event earlier than the First Closing Date (as defined below) nor earlier than the second business day or later than three full the tenth business days (or earlier, without the consent of the Partnership, than two full business days) day after the exercise of such option and the delivery of notice of same to the Partnership, nor in any event prior to the Closing Time, as hereinafter defined. If date on which the option is exercised as to all or any portion of the Option Units, the Partnership will sell that shall have been exercised. The number of Option Units then being purchased, and to be purchased by each of Underwriter shall be the Underwriters, acting severally and not jointly, will purchase that proportion same percentage of the total number of Option Units then being to be purchased which by the several Underwriters as the number of Initial Firm Units set forth in Schedule II opposite the name of to be purchased by such Underwriter bears to is of the total number of Initial UnitsFirm Units to be purchased by the several Underwriters, subject as adjusted by the Representatives in each case to such adjustments among the Underwriters manner as the Representatives in their sole discretion deem advisable to avoid fractional shares. No Option Units shall make be sold and delivered unless the Firm Units previously have been, or simultaneously are, sold and delivered. In no event may the option granted pursuant to eliminate any sales or purchases this Section 3(b) be exercised after separation of fractional unitsthe Firm Units occurs.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from up to 660,000 Option Units at a price per share equal to the Purchase Price referred to in Section 2(a) above; provided that the price per share for any Option Units shall be reduced by an amount per share equal to any dividends or distributions declared, paid or payable by the Partnership all or any part of on the Initial Units but not payable on such Option Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofUnits. The option hereby granted will expire 30 days at 11:59 P.M. (New York City time) on the 30th day after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an “Option Closing TimeDate”) shall be determined by the Representatives, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such said option and (unless postponed in accordance with the delivery provisions of notice of same to the PartnershipSection 10), nor in any event prior to the Closing Time, as hereinafter definedDate. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchasedto the Underwriters, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Exhibit A opposite the name of such Underwriter, plus any additional number of Initial Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof, bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional unitsshares.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from up to an additional 731,155 Common Units at the price per unit of $28.01; provided that the purchase price per unit for any Option Units purchased upon the exercise of the overallotment option described in this Section 2(b) shall be reduced by an amount per common unit equal to any cash distributions declared by the Partnership all or any part of and payable on the Initial Units but not payable on the Option Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofUnits. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments overallotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives Underwriters to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an a “Option Closing TimeDate of Delivery”) shall be determined by the Representatives, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such option and the delivery of notice of same to the Partnershipsaid option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule Annex II opposite the name of such Underwriter bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional unitssecurities.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Partnership all or any part of the Option up to 810,000 Common Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant at a price per share equal to the provisions of Purchase Price referred to in Section 8 hereof2(a) above. The option hereby granted will expire may be exercised up to 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments which that may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives Representative to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an “Option Closing TimeDate”) shall be determined by the RepresentativesRepresentative, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such option and the delivery of notice of same to the Partnershipsaid option, nor in any event prior to the Closing TimeDate, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Exhibit A opposite the name of such Underwriter, plus any additional number of Initial Units that such Underwriter may become obligated to purchase pursuant to the provisions of Section 9 hereof, bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their sole its discretion shall make to eliminate any sales or purchases of fractional unitsshares.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, the Partnership hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from up to an additional 210,000 Common Units at the price per unit of $24.15; provided that the purchase price per unit for any Option Units purchased upon the exercise of the overallotment option described in this Section 2(b) shall be reduced by an amount per common unit equal to any cash distributions declared by the Partnership all or any part of and payable on the Initial Units but not payable on the Option Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereofUnits. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments overallotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives Underwriters to the Partnership setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an a “Option Closing TimeDate of Delivery”) shall be determined by the RepresentativesRepresentative, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such option and the delivery of notice of same to the Partnershipsaid option, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Annex I opposite the name of such Underwriter bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives Representative in their sole discretion shall make to eliminate any sales or purchases of fractional unitssecurities.

Option Units. In addition, upon on the basis of the agreements, warranties and representations and other warranties herein contained and subject to the terms and conditions herein set forth, at the purchase price per share of Common Units set forth in paragraph (a) above, Parent and the Partnership Selling Unitholder hereby grants grant an option to the Underwriters, acting severally and not jointly, to purchase from the Partnership all or any part of the Option up to 690,000 Common Units set forth in Schedule I, plus any additional number of Option Units which such Underwriter may become obligated to purchase pursuant at a price per share equal to the provisions of Purchase Price referred to in Section 8 hereof2(a) above. The option hereby granted will expire may be exercised up to 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period only for the purpose of covering over-allotments which may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives to the Partnership and the Parent setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (an “Option Closing TimeDate”) shall be determined by the Representatives, but shall not be later than three seven full business days (or earlier, without the consent of the Partnership, than two full business days) after the exercise of such option and the delivery of notice of same to the Partnershipsaid option, nor in any event prior to the Closing TimeDate, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership will sell that number of Option Units then being purchased, and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II Exhibit A opposite the name of such Underwriter, plus any additional number of Initial Units which such Underwriter may become obligated to purchase pursuant to the provisions of Section 10 hereof, bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional unitsshares.

Option Units. In addition, upon the basis of the agreements, representations and warranties and representations and other terms and conditions herein set forth, at the purchase price per share of Common Units Unit set forth in paragraph (a) above, the Partnership Company hereby grants an option to the Underwriters, acting severally and not jointly, to purchase from the Partnership Company, all or any part of the Option Units set forth in Schedule II opposite such Underwriter’s name, plus any additional number of Option Units which that such Underwriter may become obligated to purchase pursuant to the provisions of Section 8 hereof. The option hereby granted will expire 30 days after the date hereof and may be exercised in whole or in part from time to time within such 30-day period period, on no more than two occasions only for the purpose of covering over-allotments which that may be made in connection with the offering and distribution of the Initial Units upon written notice by the Representatives to the Partnership Company setting forth the number of Option Units as to which the several Underwriters are then exercising the option and the time and date of payment and delivery for such Option Units. Any such time and date of delivery (each, an “Option Closing Time”) shall be determined by the Representatives, but shall not be later than three (3) full business days (or earlier, without the consent of the PartnershipCompany, than two (2) full business days) after the exercise of such option and the delivery of notice of same to the Partnershipoption, nor in any event prior to the Closing Time, as hereinafter defined. If the option is exercised as to all or any portion of the Option Units, the Partnership Company will sell that number of Option Units then being purchased, purchased and each of the Underwriters, acting severally and not jointly, will purchase that proportion of the total number of Option Units then being purchased which the number of Initial Units set forth in Schedule II I opposite the name of such Underwriter bears to the total number of Initial Units, subject in each case to such adjustments among the Underwriters as the Representatives in their sole discretion shall make to eliminate any sales or purchases of fractional unitsUnits.