Exhibit 4.1
Extension of Waiver and Acknowledgement of No Material Event
June 9, 2005
Ferrellgas Partners, L.P.
Ferrellgas, L.P.
Ferrellgas, Inc.
7500 College Boulevard, Suite 1000
Overland Park, KS 66210
Attention: | Mr. Kevin T. Kelly |
|
| Senior Vice President and Chief Financial Officer | |
Re: | Extension of Waiver and Acknowledgement of No Material Event |
Ladies and Gentlemen:
On November 20, 2003, you and JEF Capital Management, Inc. (“JEF”) executed a letter regarding a waiver and acknowledgement of no material event (the “Letter”). In the Letter, JEF waived through March 31, 2004, certain provisions of the Fourth Amended and Restated Agreement of Limited Partnership of Ferrellgas Partners, L.P. dated as of February 18, 2003 and other agreements and Ferrellgas Partners, L.P. agreed not to exercise certain redemption rights thereunder before March 31, 2004. Subsequently on February 25, 2004, the parties extended the provisions of the Letter and agreed that all references to March 31, 2004 be amended to reference December 31, 2004.
The parties hereto desire to extend the provisions of the Letter and hereby agree that all references to December 31, 2004, in the Letter be amended to instead reference July 31, 2005. The rest of the provisions of the letter shall remain in full force and effect as modified by the prior sentence.
This letter agreement shall be governed by, and construed in accordance with, the laws of the State of Missouri. This letter agreement may be executed in any number of counterparts which, when taken together, shall constitute one agreement.
Page 1 of 2
If the foregoing terms are acceptable to you, please acknowledge your agreement to such terms by executing this letter agreement in the space indicated below.
Very truly yours, |
JEF CAPITAL MANAGEMENT, INC. |
By: | __________________________ | ||
| Theresa Schekirke |
| |
| President |
| |
Agreed To and Accepted this
9th day of June, 2005
FERRELLGAS PARTNERS, L.P.
By: | Ferrellgas, Inc., |
|
| Its General Partner | |
By: | __________________________ |
| |
| Kevin T. Kelly |
| |
| Senior Vice President and Chief Financial Officer | ||
FERRELLGAS, L.P.
By: | Ferrellgas, Inc., |
|
| Its General Partner | |
By: | __________________________ |
| |
| Kevin T. Kelly |
| |
| Senior Vice President and Chief Financial Officer | ||
FERRELLGAS, INC.
By: | __________________________ |
| |
| Kevin T. Kelly |
| |
| Senior Vice President and Chief Financial Officer | ||
Page 2 of 2