Common use of Issuers Clause in Contracts

Issuers. CVR PARTNERS, LP By: CVR GP, LLC, its general partner By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Chief Financial Officer and Treasurer CVR NITROGEN FINANCE CORPORATION By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Chief Financial Officer andTreasurer GUARANTORS:CVR NITROGEN GP, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person CVR NITROGEN LP By: CVR Nitrogen GP, LLC, its general partner By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person EAST DUBUQUE NITROGEN FERTILIZERS, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person COFFEYVILLE RESOURCES NITROGEN FERTILIZERS, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person CVR NITROGEN HOLDINGS, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person TRUSTEE:WILMINGTON TRUST NATIONAL ASSOCIATION, as Trustee By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President COLLATERAL TRUSTEE:WILMINGTON TRUST, NATIONAL ASSOCIATION as Collateral Trustee By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President No. $ promise to pay to Cede & Co. or registered assigns, the principal sum of DOLLARS on June 15, 2023. Interest Payment Dates: June 15 and December 15 Record Dates: June 1 and December 1 Dated: CVR PARTNERS, LP By: Name: Title: CVR NITROGEN FINANCE CORPORATION By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture:WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee By: THIS NOTE HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) AND, ACCORDINGLY, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS, EXCEPT AS SET FORTH IN THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE HOLDER (1) REPRESENTS THAT (A) IT IS A “QUALIFIED INSTITUTIONAL BUYER” (AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT) (A “QIB”) OR (B) IT IS NOT A U.S. PERSON, IS NOT ACQUIRING THIS NOTE FOR THE ACCOUNT OR BENEFIT OF A U.S. PERSON AND IS ACQUIRING THIS NOTE IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH REGULATION S UNDER THE SECURITIES ACT, (2) AGREES THAT IT WILL NOT, WITHIN THE TIME PERIOD REFERRED TO UNDER RULE 144(d)(1) UNDER THE SECURITIES ACT AS IN EFFECT ON THE DATE OF THE TRANSFER OF THIS NOTE, RESELL OR OTHERWISE TRANSFER THIS NOTE EXCEPT (A) TO THE ISSUERS OR ANY SUBSIDIARY OF THE PARTNERSHIP, (B) TO A PERSON WHOM THE HOLDER REASONABLY BELIEVES IS A QIB OR AN ACCREDITED INVESTOR PURCHASING FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QIB OR AN ACCREDITED INVESTOR IN COMPLIANCE WITH RULE 144A UNDER THE SECURITIES ACT, (C) OUTSIDE THE UNITED STATES IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH RULE 904 UNDER THE SECURITIES ACT, (D) PURSUANT TO THE EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE AND PROVIDED THAT PRIOR TO SUCH TRANSFER, THE TRUSTEE IS FURNISHED WITH AN OPINION OF COUNSEL ACCEPTABLE TO THE ISSUERS THAT SUCH TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT) OR (E) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND, IN EACH CASE, IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS, (3) AGREES THAT IT WILL DELIVER TO EACH PERSON TO WHOM THIS NOTE OR AN INTEREST HEREIN IS TRANSFERRED (OTHER THAN A TRANSFER PURSUANT TO CLAUSE (2)(D) OR CLAUSE (2)(E) ABOVE) A NOTICE SUBSTANTIALLY TO THE EFFECT OF THIS LEGEND AND (4) WILL BE DEEMED TO HAVE REPRESENTED AND WARRANTED THAT EITHER (A) NO PORTION OF THE ASSETS USED BY SUCH HOLDER TO ACQUIRE OR HOLD THIS NOTE CONSTITUTES ASSETS OF ANY EMPLOYEE BENEFIT PLAN SUBJECT TO TITLE I OF THE U.S. EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR ANY PLAN, INDIVIDUAL RETIREMENT ACCOUNT OR OTHER ARRANGEMENT SUBJECT TO SECTION 4975 OF THE U.S. INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”), OR PROVISIONS UNDER ANY FEDERAL, STATE, LOCAL, NON-U.S. OR OTHER LAWS OR REGULATIONS THAT ARE SIMILAR TO SUCH PROVISIONS OF ERISA OR THE CODE (“SIMILAR LAW”), OR ANY ENTITY WHOSE UNDERLYING ASSETS ARE CONSIDERED TO INCLUDE “PLAN ASSETS” OF ANY SUCH PLAN, ACCOUNT OR ARRANGEMENT, OR (B) THE ACQUISITION, HOLDING, AND SUBSEQUENT DISPOSITION OF THIS NOTE WILL NOT CONSTITUTE A NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE OR A SIMILAR VIOLATION UNDER ANY APPLICABLE SIMILAR LAWS. IN CONNECTION WITH ANY TRANSFER OF THIS NOTE OR ANY INTEREST HEREIN WITHIN THE TIME PERIOD REFERRED TO ABOVE, THE HOLDER MUST CHECK THE APPROPRIATE BOX SET FORTH ON THE REVERSE HEREOF RELATING TO THE MANNER OF SUCH TRANSFER AND SUBMIT THIS CERTIFICATE TO THE TRUSTEE. AS USED HEREIN, THE TERMS “OFFSHORE TRANSACTION,” “UNITED STATES” AND “U.S. PERSON” HAVE THE MEANINGS GIVEN TO THEM BY RULE 902 OF REGULATION S UNDER THE SECURITIES ACT. THIS NOTE IS BEING ISSUED WITH ORIGINAL ISSUE DISCOUNT FOR UNITED STATES FEDERAL INCOME TAX PURPOSES. FOR INFORMATION REGARDING THE ISSUE PRICE, THE TOTAL AMOUNT OF ORIGINAL ISSUE DISCOUNT, THE ISSUE DATE, AND THE YIELD TO MATURITY OF THE NOTE, PLEASE CONTACT CHIEF FINANCIAL OFFICER, CVR PARTNERS, LP, 0000 XXXXX XXXXX, XXXXX 000, XXXXX XXXX, XXXXX 00000. THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (1) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 2.06 OF THE INDENTURE, (2) THIS GLOBAL NOTE MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THE INDENTURE, (3) THIS GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.11 OF THE INDENTURE AND (4) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF THE ISSUERS. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (55 XXXXX XXXXXX, XXX XXXX, XXX XXXX) (“DTC”), TO THE ISSUERS OR THE AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME XX XXXX & XX. XX SUCH OTHER NAME AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR SUCH OTHER ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.

Issuers. CVR PARTNERS, NGL ENERGY PARTNERS LP By: CVR NGL Energy Holdings LLC, its general partner By: /s/ Xxxxxx X. Xxxxxxxxx III Name: Xxxxxx X. Xxxxxxxxx III Title: Executive Vice President and Chief Financial Officer NGL ENERGY FINANCE CORP. By: /s/ Xxxxxx X. Xxxxxxxxx III Name: Xxxxxx X. Xxxxxxxxx III Title: Executive Vice President and Chief Financial Officer GUARANTORS: NGL ENERGY OPERATING LLC NGL CRUDE LOGISTICS, LLC NGL PROPANE, LLC NGL LIQUIDS, LLC NGL WATER SOLUTIONS, LLC NGL CRUDE TRANSPORTATION, LLC NGL CRUDE XXXXXXX, LLC HIGH SIERRA CRUDE OIL & MARKETING, LLC NGL CRUDE PIPELINES, LLC NGL ENERGY LOGISTICS, LLC NGL ENERGY HOLDINGS II, LLC NGL CRUDE TERMINALS, LLC NGL CRUDE CANADA HOLDINGS, LLC NGL MARINE, LLC XXXXXXXX PROPANE, LLC HICKSGAS, LLC NGL-NE REAL ESTATE, LLC NGL-MA REAL ESTATE, LLC NGL-MA, LLC CENTENNIAL ENERGY, LLC NGL SHIPPING AND TRADING, LLC NGL SUPPLY TERMINAL COMPANY, LLC NGL SUPPLY WHOLESALE, LLC CENTENNIAL GAS LIQUIDS, ULC ANTICLINE DISPOSAL, LLC NGL WATER SOLUTIONS XXXXXX, LLC NGL WATER SOLUTIONS DJ, LLC NGL WATER SOLUTIONS EAGLE FORD, LLC NGL WATER SOLUTIONS MID-CONTINENT, LLC NGL WATER SOLUTIONS PERMIAN, LLC BLUE GRAMA LAND CORPORATION GRAND MESA PIPELINE, LLC NGL MILAN INVESTMENTS, LLC SAWTOOTH NGL CAVERNS, LLC NGL SUPPLY TERMINAL SOLUTION MINING, LLC NGL ENERGY EQUIPMENT LLC By: /s/ Xxxxxx X. Xxxxxxxxx III Name: Xxxxxx X. Xxxxxxxxx III Title: Executive Vice President and Chief Financial Officer TRANSMONTAIGNE LLC TRANSMONTAIGNE PRODUCT SERVICES LLC TRANSMONTAIGNE SERVICES LLC By: /s/ Xxxxxx X. Xxxxxxxxx III Name: Xxxxxx X. Xxxxxxxxx III Title: Executive Vice President and Chief Financial Officer HIGH SIERRA ENERGY LP By: High Sierra Energy GP, LLC, its general partner By: /s/ Xxxxx Xxxxxx X. Xxxx Xxxxxxxxx III Name: Xxxxx Xxxxxx X. Xxxx Xxxxxxxxx III Title: Executive Vice President and Chief Financial Officer and Treasurer CVR NITROGEN FINANCE CORPORATION By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Chief Financial Officer andTreasurer GUARANTORS:CVR NITROGEN GPHIGH SIERRA ENERGY OPERATING, LLC By: /s/ Xxxxx Xxxxxx X. Xxxx Xxxxxxxxx III Name: Xxxxx Xxxxxx X. Xxxx Xxxxxxxxx III Title: Authorized Person CVR NITROGEN LP By: CVR Nitrogen GP, LLC, its general partner By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person EAST DUBUQUE NITROGEN FERTILIZERS, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person COFFEYVILLE RESOURCES NITROGEN FERTILIZERS, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person CVR NITROGEN HOLDINGS, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person TRUSTEE:WILMINGTON TRUST Executive Vice President and Chief Financial Officer U.S. BANK NATIONAL ASSOCIATION, as Trustee By: /s/ Xxxxx Xxxxxxxx Xxxxxx Xxxx Name: Xxxxx Xxxxxxxx Xxxxxx Xxxx Title: Assistant Vice President COLLATERAL TRUSTEE:WILMINGTON TRUST, NATIONAL ASSOCIATION as Collateral Trustee By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President No. $ jointly and severally promise to pay to Cede [if a Global Note, insert – CEDE & Co. CO., as nominee for The Depository Trust Company] or its registered assigns, the principal sum of DOLLARS [if a Global Note, insert -- , or such other principal amount as shall be set forth on June 15the “Schedule of Exchanges of Interests in the Global Note” attached hereto,] on November 1, 2023. Interest Payment Dates: June 15 May 1 and December 15 November 1 Record Dates: June 1 April 15 and December 1 October 15 Dated: CVR PARTNERS, 20 NGL ENERGY PARTNERS LP By: NGL Energy Holdings LLC, its general partner By: Name: Title: CVR NITROGEN NGL ENERGY FINANCE CORPORATION CORP. By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture:WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee : By: THIS NOTE HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) AND, ACCORDINGLY, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS, EXCEPT AS SET FORTH IN THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE HOLDER (1) REPRESENTS THAT (A) IT IS A “QUALIFIED INSTITUTIONAL BUYER” (AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT) (A “QIB”) OR (B) IT IS NOT A U.S. PERSON, IS NOT ACQUIRING THIS NOTE FOR THE ACCOUNT OR BENEFIT OF A U.S. PERSON AND IS ACQUIRING THIS NOTE IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH REGULATION S UNDER THE SECURITIES ACT, (2) AGREES THAT IT WILL NOT, WITHIN THE TIME PERIOD REFERRED TO UNDER RULE 144(d)(1) UNDER THE SECURITIES ACT AS IN EFFECT ON THE DATE OF THE TRANSFER OF THIS NOTE, RESELL OR OTHERWISE TRANSFER THIS NOTE EXCEPT (A) TO THE ISSUERS OR ANY SUBSIDIARY OF THE PARTNERSHIP, (B) TO A PERSON WHOM THE HOLDER REASONABLY BELIEVES IS A QIB OR AN ACCREDITED INVESTOR PURCHASING FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QIB OR AN ACCREDITED INVESTOR IN COMPLIANCE WITH RULE 144A UNDER THE SECURITIES ACT, (C) OUTSIDE THE UNITED STATES IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH RULE 904 UNDER THE SECURITIES ACT, (D) PURSUANT TO THE EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE AND PROVIDED THAT PRIOR TO SUCH TRANSFER, THE TRUSTEE IS FURNISHED WITH AN OPINION OF COUNSEL ACCEPTABLE TO THE ISSUERS THAT SUCH TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT) OR (E) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND, IN EACH CASE, IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS, (3) AGREES THAT IT WILL DELIVER TO EACH PERSON TO WHOM THIS NOTE OR AN INTEREST HEREIN IS TRANSFERRED (OTHER THAN A TRANSFER PURSUANT TO CLAUSE (2)(D) OR CLAUSE (2)(E) ABOVE) A NOTICE SUBSTANTIALLY TO THE EFFECT OF THIS LEGEND AND (4) WILL BE DEEMED TO HAVE REPRESENTED AND WARRANTED THAT EITHER (A) NO PORTION OF THE ASSETS USED BY SUCH HOLDER TO ACQUIRE OR HOLD THIS NOTE CONSTITUTES ASSETS OF ANY EMPLOYEE BENEFIT PLAN SUBJECT TO TITLE I OF THE U.S. EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR ANY PLAN, INDIVIDUAL RETIREMENT ACCOUNT OR OTHER ARRANGEMENT SUBJECT TO SECTION 4975 OF THE U.S. INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”), OR PROVISIONS UNDER ANY FEDERAL, STATE, LOCAL, NONAuthorized Signatory A1-U.S. OR OTHER LAWS OR REGULATIONS THAT ARE SIMILAR TO SUCH PROVISIONS OF ERISA OR THE CODE (“SIMILAR LAW”), OR ANY ENTITY WHOSE UNDERLYING ASSETS ARE CONSIDERED TO INCLUDE “PLAN ASSETS” OF ANY SUCH PLAN, ACCOUNT OR ARRANGEMENT, OR (B) THE ACQUISITION, HOLDING, AND SUBSEQUENT DISPOSITION OF THIS NOTE WILL NOT CONSTITUTE A NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE OR A SIMILAR VIOLATION UNDER ANY APPLICABLE SIMILAR LAWS. IN CONNECTION WITH ANY TRANSFER OF THIS NOTE OR ANY INTEREST HEREIN WITHIN THE TIME PERIOD REFERRED TO ABOVE, THE HOLDER MUST CHECK THE APPROPRIATE BOX SET FORTH ON THE REVERSE HEREOF RELATING TO THE MANNER OF SUCH TRANSFER AND SUBMIT THIS CERTIFICATE TO THE TRUSTEE. AS USED HEREIN, THE TERMS “OFFSHORE TRANSACTION,” “UNITED STATES” AND “U.S. PERSON” HAVE THE MEANINGS GIVEN TO THEM BY RULE 902 OF REGULATION S UNDER THE SECURITIES ACT. THIS NOTE IS BEING ISSUED WITH ORIGINAL ISSUE DISCOUNT FOR UNITED STATES FEDERAL INCOME TAX PURPOSES. FOR INFORMATION REGARDING THE ISSUE PRICE, THE TOTAL AMOUNT OF ORIGINAL ISSUE DISCOUNT, THE ISSUE DATE, AND THE YIELD TO MATURITY OF THE NOTE, PLEASE CONTACT CHIEF FINANCIAL OFFICER, CVR PARTNERS, LP, 0000 XXXXX XXXXX, XXXXX 000, XXXXX XXXX, XXXXX 00000. THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (1) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 2.06 OF THE INDENTURE, (2) THIS GLOBAL NOTE MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THE INDENTURE, (3) THIS GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.11 OF THE INDENTURE AND (4) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF THE ISSUERS. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (55 XXXXX XXXXXX, XXX XXXX, XXX XXXX) (“DTC”), TO THE ISSUERS OR THE AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME XX XXXX & XX. XX SUCH OTHER NAME AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR SUCH OTHER ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. 1 Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.

Issuers. CVR PARTNERSBREITBURN ENERGY PARTNERS LP By: Breitburn GP LLC, its general partner /S/ Jxxxx X. Xxxxxxx Name: Jxxxx X. Xxxxxxx Title: Executive Vice President and Chief Financial Officer BREITBURN OPERATING LP By: Breitburn Operating GP LLC, its general partner /S/ Jxxxx X. Xxxxxxx Name: Jxxxx X. Xxxxxxx Title: Executive Vice President and Chief Financial Officer BREITBURN FINANCE CORPORATION /S/ Jxxxx X. Xxxxxxx Name: Jxxxx X. Xxxxxxx Title: Chief Financial Officer ALAMITOS COMPANY BEAVER CREEK PIPELINE, L.L.C. GTG PIPELINE LLC MERCURY MICHIGAN COMPANY, LLC PHOENIX PRODUCTION COMPANY QRE GP, LLC TERRA ENERGY COMPANY LLC TERRA PIPELINE COMPANY LLC By: /S/ Jxxxx X. Xxxxxxx Name: Jxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN OPERATING GP LLC BREITBURN GP LLC BREITBURN MANAGEMENT COMPANY LLC By: /S/ Jxxxx X. Xxxxxxx Name: Jxxxx X. Xxxxxxx Title: Executive Vice President and Chief Financial Officer BREITBURN FLORIDA LLC BREITBURN OKLAHOMA LLC BREITBURN SXXXXXXX BREITBURN TRANSPETCO GP LLC BREITBURN TRANSPETCO LP LLC By: Breitburn Operating LP, its sole member By: Breitburn Operating GP LLC, its general partner By: /S/ Jxxxx X. Xxxxxxx Name: Jxxxx X. Xxxxxxx Title: Executive Vice President and Chief Financial Officer QR ENERGY, LP By: CVR QRE GP, LLC, its general partner By: /s/ Xxxxx /S/ Jxxxx X. Xxxx Xxxxxxx Name: Xxxxx Jxxxx X. Xxxx Xxxxxxx Title: Chief Financial Officer and Treasurer CVR NITROGEN FINANCE CORPORATION By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Chief Financial Officer andTreasurer GUARANTORS:CVR NITROGEN GPQRE OPERATING, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person CVR NITROGEN LP QR Energy, LP, its sole member By: CVR Nitrogen QRE GP, LLC, its general partner By: /s/ Xxxxx /S/ Jxxxx X. Xxxx Xxxxxxx Name: Xxxxx Jxxxx X. Xxxx Xxxxxxx Title: Authorized Person EAST DUBUQUE NITROGEN FERTILIZERSChief Financial Officer TRANSPETCO PIPELINE COMPANY, LLC L.P. By: /s/ Xxxxx Breitburn Operating LP, on behalf of itself and as the sole member of Breitburn Transpetco GP LLC, each a general partner By: Breitburn Operating GP LLC, its general partner By: /S/ Jxxxx X. Xxxx Xxxxxxx Name: Xxxxx Jxxxx X. Xxxx Xxxxxxx Title: Authorized Person COFFEYVILLE RESOURCES NITROGEN FERTILIZERS, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person CVR NITROGEN HOLDINGS, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person TRUSTEE:WILMINGTON TRUST Executive Vice President and Chief Executive Officer U.S. BANK NATIONAL ASSOCIATION, ASSOCIATION as Trustee By: /s/ Xxxxx Xxxxxxxx /S/ Lxxxxx Xxxxxx Name: Xxxxx Xxxxxxxx Lxxxxx Xxxxxx Title: Assistant Vice President COLLATERAL TRUSTEE:WILMINGTON TRUST, U.S. BANK NATIONAL ASSOCIATION as Collateral Trustee Agent By: /s/ Xxxxx Xxxxxxxx /S/ Lxxxxx Xxxxxx Name: Xxxxx Xxxxxxxx Lxxxxx Xxxxxx Title: Assistant Vice President No. $ promise to pay to Cede & Co. or registered assigns, the principal sum of DOLLARS on June 15, 2023. Interest Payment Dates: June 15 and December 15 Record Dates: June 1 and December 1 Dated: CVR PARTNERS, LP By: Name: Title: CVR NITROGEN FINANCE CORPORATION By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture:WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee By: THIS NOTE HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) AND, ACCORDINGLY, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS, EXCEPT AS SET FORTH IN THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE HOLDER (1) REPRESENTS THAT (A) IT IS A “QUALIFIED INSTITUTIONAL BUYER” (AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT) (A “QIB”) OR (B) IT IS NOT A U.S. PERSON, IS NOT ACQUIRING THIS NOTE FOR THE ACCOUNT OR BENEFIT OF A U.S. PERSON AND IS ACQUIRING THIS NOTE IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH REGULATION S UNDER THE SECURITIES ACT, (2) AGREES THAT IT WILL NOT, WITHIN THE TIME PERIOD REFERRED TO UNDER RULE 144(d)(1) UNDER THE SECURITIES ACT AS IN EFFECT ON THE DATE OF THE TRANSFER OF THIS NOTE, RESELL OR OTHERWISE TRANSFER THIS NOTE EXCEPT (A) TO THE ISSUERS OR ANY SUBSIDIARY OF THE PARTNERSHIP, (B) TO A PERSON WHOM THE HOLDER REASONABLY BELIEVES IS A QIB OR AN ACCREDITED INVESTOR PURCHASING FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QIB OR AN ACCREDITED INVESTOR IN COMPLIANCE WITH RULE 144A UNDER THE SECURITIES ACT, (C) OUTSIDE THE UNITED STATES IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH RULE 904 UNDER THE SECURITIES ACT, (D) PURSUANT TO THE EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE AND PROVIDED THAT PRIOR TO SUCH TRANSFER, THE TRUSTEE IS FURNISHED WITH AN OPINION OF COUNSEL ACCEPTABLE TO THE ISSUERS THAT SUCH TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT) OR (E) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND, IN EACH CASE, IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS, (3) AGREES THAT IT WILL DELIVER TO EACH PERSON TO WHOM THIS NOTE OR AN INTEREST HEREIN IS TRANSFERRED (OTHER THAN A TRANSFER PURSUANT TO CLAUSE (2)(D) OR CLAUSE (2)(E) ABOVE) A NOTICE SUBSTANTIALLY TO THE EFFECT OF THIS LEGEND AND (4) WILL BE DEEMED TO HAVE REPRESENTED AND WARRANTED THAT EITHER (A) NO PORTION OF THE ASSETS USED BY SUCH HOLDER TO ACQUIRE OR HOLD THIS NOTE CONSTITUTES ASSETS OF ANY EMPLOYEE BENEFIT PLAN SUBJECT TO TITLE I OF THE U.S. EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR ANY PLAN, INDIVIDUAL RETIREMENT ACCOUNT OR OTHER ARRANGEMENT SUBJECT TO SECTION 4975 OF THE U.S. INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”), OR PROVISIONS UNDER ANY FEDERAL, STATE, LOCAL, NON-U.S. OR OTHER LAWS OR REGULATIONS THAT ARE SIMILAR TO SUCH PROVISIONS OF ERISA OR THE CODE (“SIMILAR LAW”), OR ANY ENTITY WHOSE UNDERLYING ASSETS ARE CONSIDERED TO INCLUDE “PLAN ASSETS” OF ANY SUCH PLAN, ACCOUNT OR ARRANGEMENT, OR (B) THE ACQUISITION, HOLDING, AND SUBSEQUENT DISPOSITION OF THIS NOTE WILL NOT CONSTITUTE A NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE OR A SIMILAR VIOLATION UNDER ANY APPLICABLE SIMILAR LAWS. IN CONNECTION WITH ANY TRANSFER OF THIS NOTE OR ANY INTEREST HEREIN WITHIN THE TIME PERIOD REFERRED TO ABOVE, THE HOLDER MUST CHECK THE APPROPRIATE BOX SET FORTH ON THE REVERSE HEREOF RELATING TO THE MANNER OF SUCH TRANSFER AND SUBMIT THIS CERTIFICATE TO THE TRUSTEE. AS USED HEREIN, THE TERMS “OFFSHORE TRANSACTION,” “UNITED STATES” AND “U.S. PERSON” HAVE THE MEANINGS GIVEN TO THEM BY RULE 902 OF REGULATION S UNDER THE SECURITIES ACT. THIS NOTE IS BEING ISSUED WITH ORIGINAL ISSUE DISCOUNT FOR UNITED STATES FEDERAL INCOME TAX PURPOSES. FOR INFORMATION REGARDING THE ISSUE PRICE, THE TOTAL AMOUNT OF ORIGINAL ISSUE DISCOUNT, THE ISSUE DATE, AND THE YIELD TO MATURITY OF THE NOTE, PLEASE CONTACT CHIEF FINANCIAL OFFICER, CVR PARTNERS, LP, 0000 XXXXX XXXXX, XXXXX 000, XXXXX XXXX, XXXXX 00000. THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (1) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 2.06 OF THE INDENTURE, (2) THIS GLOBAL NOTE MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THE INDENTURE, (3) THIS GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.11 OF THE INDENTURE AND (4) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF THE ISSUERS. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (55 XXXXX XXXXXX, XXX XXXX, XXX XXXX) (“DTC”), TO THE ISSUERS OR THE AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME XX XXXX & XX. XX SUCH OTHER NAME AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR SUCH OTHER ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.President

Issuers. CVR PARTNERSINTERACTIVE NETWORK, LP By: CVR GPINC., LLC, its general partner a Nevada corporation By: /s/ Xxxxx X. Xxxx Xxxxxxxx Name: Xxxxx X. Xxxx Xxxxxxxx Title: Chief Financial Officer and Treasurer CVR NITROGEN FINANCE CORPORATION By: /s/ Xxxxx X. Xxxx Xxxxxxxx Name: Xxxxx X. Xxxx Xxxxxxxx Title: Chief Financial Officer andTreasurer SUBSIDIARY GUARANTORS:CVR NITROGEN GP: GENERAL MEDIA ART HOLDING, INC. GENERAL MEDIA COMMUNICATIONS, INC. GENERAL MEDIA ENTERTAINMENT, INC. GMCI INTERNET OPERATIONS, INC. GMI ON-LINE VENTURES, LTD. PENTHOUSE IMAGES ACQUISITIONS, LTD. WEST COAST FACILITIES INC. PMGI HOLDINGS INC. PURE ENTERTAINMENT TELECOMMUNICATIONS, INC. PENTHOUSE DIGITAL MEDIA PRODUCTIONS INC. VIDEO BLISS, INC. XXXXX XXXX, INC. SNAPSHOT PRODUCTIONS, LLC VARIOUS, INC. By: /s/ Xxxxx X. Xxxx Xxxxxxxx Name: Xxxxx X. Xxxx Xxxxxxxx Title: Authorized Person CVR NITROGEN LP By: CVR Nitrogen GP, LLC, its general partner Chief Financial Officer TAN DOOR MEDIA INC. FIERCE WOMBAT GAMES INC. (f/k/a BIG EGO GAMES INC.) NAFT NEWS CORPORATION PLAYTIME GAMING INC. By: /s/ Xxxxx X. Xxxx Xxxxxxxx Name: Xxxxx X. Xxxx Xxxxxxxx Title: Authorized Person EAST DUBUQUE NITROGEN FERTILIZERSTreasurer ARGUS PAYMENTS INC. BLUE HEN GROUP INC. FRIENDFINDER VENTURES INC. XVHUB GROUP INC. (f/k/a GIANT SWALLOWTAIL INC.) PERFECTMATCH INC. (f/k/a GOLDENROD SPEAR INC.) MAGNOLIA BLOSSOM INC. GLOBAL ALPHABET, LLC INC. SHARKFISH, INC. TRAFFIC CAT, INC. BIG ISLAND TECHNOLOGY GROUP, INC. FASTCUPID, INC. XXXXXX.XXX INCORPORATED PPM TECHNOLOGY GROUP, INC. FRIENDFINDER CALIFORNIA INC. STREAMRAY INC. CONFIRM ID, INC. FRNK TECHNOLOGY GROUP TRANSBLOOM, INC. STREAMRAY STUDIOS INC. FLASH JIGO CORP. By: /s/ Xxxxx X. Xxxx Xxxxxxxx Name: Xxxxx X. Xxxx Xxxxxxxx Title: Authorized Person COFFEYVILLE RESOURCES NITROGEN FERTILIZERS, LLC ByChief Financial Officer TRUSTEE: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person CVR NITROGEN HOLDINGS, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person TRUSTEE:WILMINGTON TRUST U.S. BANK NATIONAL ASSOCIATION, as Trustee By: /s/ Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: Assistant Vice President COLLATERAL TRUSTEE:WILMINGTON TRUST, NATIONAL ASSOCIATION as Collateral Trustee By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President No. $ promise to pay to Cede & Co. or registered assigns, the principal sum of DOLLARS on June 15, 2023. Interest Payment Dates: June 15 and December 15 Record Dates: June 1 and December 1 Dated: CVR PARTNERS, LP By: Name: Title: CVR NITROGEN FINANCE CORPORATION By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture:WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee By: THIS NOTE HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) AND, ACCORDINGLY, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS, EXCEPT AS SET FORTH IN THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE HOLDER (1) REPRESENTS THAT (A) IT IS A “QUALIFIED INSTITUTIONAL BUYER” (AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT) (A “QIB”) OR (B) IT IS NOT A U.S. PERSON, IS NOT ACQUIRING THIS NOTE FOR THE ACCOUNT OR BENEFIT OF A U.S. PERSON AND IS ACQUIRING THIS NOTE IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH REGULATION S UNDER THE SECURITIES ACT, (2) AGREES THAT IT WILL NOT, WITHIN THE TIME PERIOD REFERRED TO UNDER RULE 144(d)(1) UNDER THE SECURITIES ACT AS IN EFFECT ON THE DATE OF THE TRANSFER OF THIS NOTE, RESELL OR OTHERWISE TRANSFER THIS NOTE EXCEPT (A) TO THE ISSUERS OR ANY SUBSIDIARY OF THE PARTNERSHIP, (B) TO A PERSON WHOM THE HOLDER REASONABLY BELIEVES IS A QIB OR AN ACCREDITED INVESTOR PURCHASING FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QIB OR AN ACCREDITED INVESTOR IN COMPLIANCE WITH RULE 144A UNDER THE SECURITIES ACT, (C) OUTSIDE THE UNITED STATES IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH RULE 904 UNDER THE SECURITIES ACT, (D) PURSUANT TO THE EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE AND PROVIDED THAT PRIOR TO SUCH TRANSFER, THE TRUSTEE IS FURNISHED WITH AN OPINION OF COUNSEL ACCEPTABLE TO THE ISSUERS THAT SUCH TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT) OR (E) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND, IN EACH CASE, IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS, (3) AGREES THAT IT WILL DELIVER TO EACH PERSON TO WHOM THIS NOTE OR AN INTEREST HEREIN IS TRANSFERRED (OTHER THAN A TRANSFER PURSUANT TO CLAUSE (2)(D) OR CLAUSE (2)(E) ABOVE) A NOTICE SUBSTANTIALLY TO THE EFFECT OF THIS LEGEND AND (4) WILL BE DEEMED TO HAVE REPRESENTED AND WARRANTED THAT EITHER (A) NO PORTION OF THE ASSETS USED BY SUCH HOLDER TO ACQUIRE OR HOLD THIS NOTE CONSTITUTES ASSETS OF ANY EMPLOYEE BENEFIT PLAN SUBJECT TO TITLE I OF THE U.S. EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR ANY PLAN, INDIVIDUAL RETIREMENT ACCOUNT OR OTHER ARRANGEMENT SUBJECT TO SECTION 4975 OF THE U.S. INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”), OR PROVISIONS UNDER ANY FEDERAL, STATE, LOCAL, NON-U.S. OR OTHER LAWS OR REGULATIONS THAT ARE SIMILAR TO SUCH PROVISIONS OF ERISA OR THE CODE (“SIMILAR LAW”), OR ANY ENTITY WHOSE UNDERLYING ASSETS ARE CONSIDERED TO INCLUDE “PLAN ASSETS” OF ANY SUCH PLAN, ACCOUNT OR ARRANGEMENT, OR (B) THE ACQUISITION, HOLDING, AND SUBSEQUENT DISPOSITION OF THIS NOTE WILL NOT CONSTITUTE A NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE OR A SIMILAR VIOLATION UNDER ANY APPLICABLE SIMILAR LAWS. IN CONNECTION WITH ANY TRANSFER OF THIS NOTE OR ANY INTEREST HEREIN WITHIN THE TIME PERIOD REFERRED TO ABOVE, THE HOLDER MUST CHECK THE APPROPRIATE BOX SET FORTH ON THE REVERSE HEREOF RELATING TO THE MANNER OF SUCH TRANSFER AND SUBMIT THIS CERTIFICATE TO THE TRUSTEE. AS USED HEREIN, THE TERMS “OFFSHORE TRANSACTION,” “UNITED STATES” AND “U.S. PERSON” HAVE THE MEANINGS GIVEN TO THEM BY RULE 902 OF REGULATION S UNDER THE SECURITIES ACT. THIS NOTE IS BEING ISSUED WITH ORIGINAL ISSUE DISCOUNT FOR UNITED STATES FEDERAL INCOME TAX PURPOSES. FOR INFORMATION REGARDING THE ISSUE PRICE, THE TOTAL AMOUNT OF ORIGINAL ISSUE DISCOUNT, THE ISSUE DATE, AND THE YIELD TO MATURITY OF THE NOTE, PLEASE CONTACT CHIEF FINANCIAL OFFICER, CVR PARTNERS, LP, 0000 XXXXX XXXXX, XXXXX 000, XXXXX XXXX, XXXXX 00000. THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (1) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 2.06 OF THE INDENTURE, (2) THIS GLOBAL NOTE MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THE INDENTURE, (3) THIS GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.11 OF THE INDENTURE AND (4) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF THE ISSUERS. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (55 XXXXX XXXXXX, XXX XXXX, XXX XXXX) (“DTC”), TO THE ISSUERS OR THE AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME XX XXXX & XX. XX SUCH OTHER NAME AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR SUCH OTHER ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.President

Issuers. CVR PARTNERSBREITBURN ENERGY PARTNERS LP By: Breitburn GP LLC, its general partner /S/ Jxxxx X. Xxxxxxx Name: Jxxxx X. Xxxxxxx Title: Executive Vice President and Chief Financial Officer BREITBURN OPERATING LP By: Breitburn Operating GP LLC, its general partner /S/ Jxxxx X. Xxxxxxx Name: Jxxxx X. Xxxxxxx Title: Executive Vice President and Chief Financial Officer BREITBURN FINANCE CORPORATION /S/ Jxxxx X. Xxxxxxx Name: Jxxxx X. Xxxxxxx Title: Chief Financial Officer ALAMITOS COMPANY BEAVER CREEK PIPELINE, L.L.C. GTG PIPELINE LLC MERCURY MICHIGAN COMPANY, LLC PHOENIX PRODUCTION COMPANY QRE GP, LLC TERRA ENERGY COMPANY LLC TERRA PIPELINE COMPANY LLC By: /S/ Jxxxx X. Xxxxxxx Name: Jxxxx X. Xxxxxxx Title: Chief Financial Officer BREITBURN OPERATING GP LLC BREITBURN GP LLC BREITBURN MANAGEMENT COMPANY LLC By: /S/ Jxxxx X. Xxxxxxx Name: Jxxxx X. Xxxxxxx Title: Executive Vice President and Chief Financial Officer BREITBURN FLORIDA LLC BREITBURN OKLAHOMA LLC BREITBURN SXXXXXXX BREITBURN TRANSPETCO GP LLC BREITBURN TRANSPETCO LP LLC By: Breitburn Operating LP, its sole member By: Breitburn Operating GP LLC, its general partner By: /S/ Jxxxx X. Xxxxxxx Name: Jxxxx X. Xxxxxxx Title: Executive Vice President and Chief Financial Officer QR ENERGY, LP By: CVR QRE GP, LLC, its general partner By: /s/ Xxxxx /S/ Jxxxx X. Xxxx Xxxxxxx Name: Xxxxx Jxxxx X. Xxxx Xxxxxxx Title: Chief Financial Officer and Treasurer CVR NITROGEN FINANCE CORPORATION By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Chief Financial Officer andTreasurer GUARANTORS:CVR NITROGEN GPQRE OPERATING, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person CVR NITROGEN LP QR Energy, LP, its sole member By: CVR Nitrogen QRE GP, LLC, its general partner By: /s/ Xxxxx /S/ Jxxxx X. Xxxx Xxxxxxx Name: Xxxxx Jxxxx X. Xxxx Xxxxxxx Title: Authorized Person EAST DUBUQUE NITROGEN FERTILIZERSChief Financial Officer TRANSPETCO PIPELINE COMPANY, LLC L.P. By: /s/ Xxxxx Breitburn Operating LP, on behalf of itself and as the sole member of Breitburn Transpetco GP LLC, each a general partner By: Breitburn Operating GP LLC, its general partner By: /S/ Jxxxx X. Xxxx Xxxxxxx Name: Xxxxx Jxxxx X. Xxxx Xxxxxxx Title: Authorized Person COFFEYVILLE RESOURCES NITROGEN FERTILIZERS, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person CVR NITROGEN HOLDINGS, LLC By: /s/ Xxxxx X. Xxxx Name: Xxxxx X. Xxxx Title: Authorized Person TRUSTEE:WILMINGTON TRUST NATIONAL ASSOCIATION, as Trustee By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Executive Vice President COLLATERAL TRUSTEE:WILMINGTON TRUST, NATIONAL ASSOCIATION as Collateral Trustee Byand Chief Executive Officer Accepted: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Assistant Vice President No. $ promise to pay to Cede & Co. or registered assigns, the principal sum of DOLLARS on June 15, 2023. Interest Payment Dates: June 15 and December 15 Record Dates: June 1 and December 1 Dated: CVR PARTNERS, LP By: Name: Title: CVR NITROGEN FINANCE CORPORATION By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture:WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee By: THIS NOTE HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) AND, ACCORDINGLY, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS, EXCEPT AS SET FORTH IN THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE HOLDER (1) REPRESENTS THAT (A) IT IS A “QUALIFIED INSTITUTIONAL BUYER” (AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT) (A “QIB”) OR (B) IT IS NOT A U.S. PERSON, IS NOT ACQUIRING THIS NOTE FOR THE ACCOUNT OR BENEFIT OF A U.S. PERSON AND IS ACQUIRING THIS NOTE IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH REGULATION S UNDER THE SECURITIES ACT, (2) AGREES THAT IT WILL NOT, WITHIN THE TIME PERIOD REFERRED TO UNDER RULE 144(d)(1) UNDER THE SECURITIES ACT AS IN EFFECT ON THE DATE OF THE TRANSFER OF THIS NOTE, RESELL OR OTHERWISE TRANSFER THIS NOTE EXCEPT (A) TO THE ISSUERS OR ANY SUBSIDIARY OF THE PARTNERSHIP, (B) TO A PERSON WHOM THE HOLDER REASONABLY BELIEVES IS A QIB OR AN ACCREDITED INVESTOR PURCHASING FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QIB OR AN ACCREDITED INVESTOR IN COMPLIANCE WITH RULE 144A UNDER THE SECURITIES ACT, (C) OUTSIDE THE UNITED STATES IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH RULE 904 UNDER THE SECURITIES ACT, (D) PURSUANT TO THE EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE AND PROVIDED THAT PRIOR TO SUCH TRANSFER, THE TRUSTEE IS FURNISHED WITH AN OPINION OF COUNSEL ACCEPTABLE TO THE ISSUERS THAT SUCH TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT) OR (E) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND, IN EACH CASE, IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS, (3) AGREES THAT IT WILL DELIVER TO EACH PERSON TO WHOM THIS NOTE OR AN INTEREST HEREIN IS TRANSFERRED (OTHER THAN A TRANSFER PURSUANT TO CLAUSE (2)(D) OR CLAUSE (2)(E) ABOVE) A NOTICE SUBSTANTIALLY TO THE EFFECT OF THIS LEGEND AND (4) WILL BE DEEMED TO HAVE REPRESENTED AND WARRANTED THAT EITHER (A) NO PORTION OF THE ASSETS USED BY SUCH HOLDER TO ACQUIRE OR HOLD THIS NOTE CONSTITUTES ASSETS OF ANY EMPLOYEE BENEFIT PLAN SUBJECT TO TITLE I OF THE U.S. EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR ANY PLAN, INDIVIDUAL RETIREMENT ACCOUNT OR OTHER ARRANGEMENT SUBJECT TO SECTION 4975 OF THE U.S. INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”), OR PROVISIONS UNDER ANY FEDERAL, STATE, LOCAL, NON-U.S. OR OTHER LAWS OR REGULATIONS THAT ARE SIMILAR TO SUCH PROVISIONS OF ERISA OR THE CODE (“SIMILAR LAW”), OR ANY ENTITY WHOSE UNDERLYING ASSETS ARE CONSIDERED TO INCLUDE “PLAN ASSETS” OF ANY SUCH PLAN, ACCOUNT OR ARRANGEMENT, OR (B) THE ACQUISITION, HOLDING, AND SUBSEQUENT DISPOSITION OF THIS NOTE WILL NOT CONSTITUTE A NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE OR A SIMILAR VIOLATION UNDER ANY APPLICABLE SIMILAR LAWS. IN CONNECTION WITH ANY TRANSFER OF THIS NOTE OR ANY INTEREST HEREIN WITHIN THE TIME PERIOD REFERRED TO ABOVE, THE HOLDER MUST CHECK THE APPROPRIATE BOX SET FORTH ON THE REVERSE HEREOF RELATING TO THE MANNER OF SUCH TRANSFER AND SUBMIT THIS CERTIFICATE TO THE TRUSTEE. AS USED HEREIN, THE TERMS “OFFSHORE TRANSACTION,” “UNITED STATES” AND “U.S. PERSON” HAVE THE MEANINGS GIVEN TO THEM BY RULE 902 OF REGULATION S UNDER THE SECURITIES ACT. THIS NOTE IS BEING ISSUED WITH ORIGINAL ISSUE DISCOUNT FOR UNITED STATES FEDERAL INCOME TAX PURPOSES. FOR INFORMATION REGARDING THE ISSUE PRICE, THE TOTAL AMOUNT OF ORIGINAL ISSUE DISCOUNT, THE ISSUE DATE, AND THE YIELD TO MATURITY OF THE NOTE, PLEASE CONTACT CHIEF FINANCIAL OFFICER, CVR PARTNERSEIG REDWOOD DEBT AGGREGATOR, LP, 0000 XXXXX XXXXXas a Purchaser and the Lead Holder By: EIG Redwood Aggregator GP, XXXXX 000LLC, XXXXX XXXXits general partner By: EIG Asset Management, XXXXX 00000. THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOFLLC, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (1) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 2.06 OF THE INDENTUREits sole member By: /S/ Cxxxxxx Xxxxxx Name: Cxxxxxx Xxxxxx Title: Managing Director By: /S/ Rxxxxxx Punches Name: Rxxxxxx Punches Title: Managing Director By: Anchorage Capital Group, (2) THIS GLOBAL NOTE MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THE INDENTUREL.L.C., (3) THIS GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.11 OF THE INDENTURE AND (4) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF THE ISSUERS. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORMas investment manager By: /S/ Nxxxxxx X. Xxxxxxx Name: Nxxxxxx X. Xxxxxxx Title: Chief Operating Officer ACMO BBEP, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (55 XXXXX XXXXXXL.P., XXX XXXXas a Purchaser By: Anchorage Capital Group, XXX XXXX) (“DTC”)L.L.C., TO THE ISSUERS OR THE AGENT FOR REGISTRATION OF TRANSFERas investment manager By: /S/ Nxxxxxx X. Xxxxxxx Name: Nxxxxxx X. Xxxxxxx Title: Chief Operating Officer By: Guggenheim Partners Investment Management, EXCHANGE OR PAYMENTLLC, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME XX XXXX & XX. XX SUCH OTHER NAME AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR SUCH OTHER ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC)as investment manager By: /S/ Wxxxxxx X. Xxxxxx Name: Wxxxxxx X. Xxxxxx Title: Attorney-in-Fact By: Guggenheim Partners Investment Management, ANY TRANSFERLLC, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOFas investment manager By: /S/ Wxxxxxx X. Xxxxxx Name: Wxxxxxx X. Xxxxxx Title: Attorney-in-Fact By: Guggenheim Partners Investment Management, CEDE & CO.LLC, HAS AN INTEREST HEREIN. Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise indicated.as Sub-Adviser By: /S/ Wxxxxxx X. Xxxxxx Name: Wxxxxxx X. Xxxxxx Title: Attorney-in-Fact By: Guggenheim Partners Investment Management, LLC, as Investment Adviser By: /S/ Wxxxxxx X. Xxxxxx Name: Wxxxxxx X. Xxxxxx Title: Attorney-in-Fact By: Guggenheim Partners Investment Management, LLC, as Investment Manager By: /S/ Wxxxxxx X. Xxxxxx Name: Wxxxxxx X. Xxxxxx Title: Attorney-in-Fact By: Guggenheim Partners Investment Management, LLC, as Sub-Advisor By: /S/ Wxxxxxx X. Xxxxxx Name: Wxxxxxx X. Xxxxxx Title: Attorney-in-Fact By: Guggenheim Partners Investment Management, LLC, as Manager By: /S/ Wxxxxxx X. Xxxxxx Name: Wxxxxxx X. Xxxxxx Title: Attorney-in-Fact EIG Redwood Debt Aggregator, LP $ 487,500,000.00 ACMO BBEP, L.P. $ 69,865,000.00 Anchorage Capital Partners, L.P. $ 43,885,000.00 Midland National Life Insurance Company $ 17,550,000.00 North American Company for Life and Health Insurance $ 9,100,000.00 SEI Institutional Managed Trust - Multi-Asset Income Fund $ 813,00.00 Guggenheim Funds Trust - Guggenheim Macro Opportunities Fund $ 5,037,00.00 Maverick Enterprises, Inc. $ 650,000.00 Cxxxx Credit Income Fund $ 3,250,000.00 NZC Guggenheim Fund LLC $ 12,350,000.00 Total $ 650,000,000 Alamitos Company Beaver Creek Pipeline, L.L.C. Breitburn Finance Corporation Breitburn Florida LLC Breitburn GP LLC Breitburn Management Company LLC Breitburn Oklahoma LLC Breitburn Operating GP LLC Breitburn Sxxxxxxx LLC Breitburn Transpetco GP LLC Breitburn Transpetco LP LLC GTG Pipeline LLC Mercury Michigan Company, LLC Phoenix Production Company QR Energy, LP QRE GP, LLC QRE Operating, LLC Terra Energy Company LLC Terra Pipeline Company LLC Transpetco Pipeline Company, L.P. Alamitos Company Beaver Creek Pipeline, L.L.C. Breitburn Energy Partners LP Breitburn Florida LLC Breitburn GP LLC Breitburn Management Company LLC Breitburn Oklahoma LLC Breitburn Operating GP LLC Breitburn Operating LP Breitburn Sxxxxxxx LLC Breitburn Transpetco GP LLC Breitburn Transpetco LP LLC GTG Pipeline LLC Mercury Michigan Company, LLC Phoenix Production Company QR Energy, LP QRE GP, LLC QRE Operating, LLC Terra Energy Company LLC Terra Pipeline Company LLC Transpetco Pipeline Company, L.P.