This excerpt taken from the FGP 8-K filed Jun 15, 2005.
In furtherance of the foregoing, the Partnership and its Transfer Agent are hereby authorized to decline to make any transfer of securities if such transfer would constitute a violation or breach of this letter agreement.
It is understood that, if the Partnership notifies you that it does not intend to proceed with the Offering, if the Underwriting Agreement does not become effective, or if the Underwriting Agreement (other than the provisions thereof that survive termination) shall terminate or be terminated prior to payment for and delivery of the Affiliate Units, the undersigned will be released from its obligations under this letter agreement.
The undersigned understands that the Partnership and the Underwriter will proceed with the Offering in reliance on this letter agreement.
Whether or not the Offering actually occurs depends on a number of factors, including market conditions. Any Offering will only be made pursuant to an Underwriting Agreement, the terms of which are subject to negotiation between the Partnership and the Underwriter.
[Ferrell Companies, Inc./Malcolm McQuilkin] represents and warrants that it/he is not an affiliate (as defined in Conduct Rule 2720 of the NASD Manual) of an NASD member (as defined in Article 1 of the Bylaws of the NASD) or an associated person (as defined in Article 1 of the Bylaws of the NASD) of an NASD member.
Yours very truly,
[Ferrell Companies, Inc./Malcolm McQuilkin]