Common use of Other New Mexico Provisions Clause in Contracts

Other New Mexico Provisions. (a) In addition to the requirements for giving notice set forth elsewhere in this instrument, all notices shall be sent by regular, first-class United States mail, postage prepaid. (b) Notwithstanding anything to the contrary contained in this instrument, the appointment of a receiver for the Mortgaged Property shall be in accordance with the New Mexico Receivership Act, Section 44-8-1, et seq., NMSA 1978. (c) To the extent this instrument constitutes a deed of trust, it is subject to the New Mexico Deed of Trust Act, Section 48-10-1, et seq., NMSA 1978. (d) To the extent this instrument constitutes a mortgage, the grant of the mortgage is made with mortgage covenants and upon the statutory mortgage condition, for the breach of which, except as otherwise provided herein, this instrument is subject to foreclosure as provided by law. (e) For Security Agreement and Fixture Filing purposes, (1) the Debtor's name is HEP Pipeline, L.L.C., whose address is shown on the first page of this instrument; (2) the Secured Party's name is Xxxxx Corporation, whose address is shown on the first page of this instrument; (3) this instrument covers materials, supplies, equipment, apparatus and other items that are, or are to become, fixtures; and (4) the real property to which such fixtures are related is attached to this instrument as Exhibit A. WITNESS THE EXECUTION HEREOF as of the date first above written. GRANTOR: HEP PIPELINE, L.L.C., a Delaware limited liability company By: Xxxxx Energy Partners - Operating, L.P., a Delaware limited partnership, its sole member By: HEP Logistics GP, L.L.C., a Delaware limited liability company, its general partner By: Xxxxx Energy Partners, L.P., a Delaware limited partnership, its sole member By: HEP Logistics Holdings, L.P., a Delaware limited partnership, its general partner By: Xxxxx Logistic Services, L.L.C., a Delaware limited liability company, its general partner By: /s/ Xxxxxxx X. XxXxxxxxx ---------------------------- Xxxxxxx X. XxXxxxxxx Vice President and Chief Financial Officer EMPLOYER IDENTIFICATION NUMBER OF GRANTOR: 00-0000000 ORGANIZATIONAL NUMBER OF GRANTOR: 381427 THE STATE OF TEXAS COUNTY OF DALLAS This instrument was acknowledged before me on July 8, 2005, by Xxxxxxx X. XxXxxxxxx, Vice President and Chief Financial Officer of Xxxxx Logistic Services, L.L.C., a Delaware limited liability company, general partner of HEP Logistics Holdings, L.P., a Delaware limited partnership, general partner of Xxxxx Energy Partners, L.P., a Delaware limited partnership, sole member of HEP Logistics GP, L.L.C., a Delaware limited liability company, general partner of Xxxxx Energy Partners - Operating, L.P., a Delaware limited partnership, sole member of HEP Pipeline, L.L.C., a Delaware limited liability company. /s/ Notary Public ---------------------------------- Notary Public, State of Texas My Commission Expires: 1/25/06 ----------------- EXHIBIT A EXHIBIT B DESCRIPTION OF PIPELINES Approximately 65 miles of 8" feedstock pipeline and 10" feedstock pipeline, each of which begins at the inlet flange of the delivery manifold motor operated valves at the Lovington Refinery, near Lovington, New Mexico and ends at the outlet flange of the turbine meter at the Artesia Refinery in Artesia, New Mexico, along with any and all connection facilities, including the Enterprise/MAPL connection, field booster pump stations, spare parts, pipes, valves, motors and miscellaneous equipment directly associated with the 8" inch and 10" feedstock pipelines. ATTACHMENT 1 FORM OF SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT After recording, return to: Xxxxxx & Xxxxxx L.L.P. 0000 Xxxx Xxxxxx, Suite 3700 Dallas, Texas 75201 Attention: Xxxx X. Xxxxxxxx, Xx. SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT This Subordination, Non-Disturbance and Attornment Agreement (this "AGREEMENT") is executed as of July __, 2005, among Union Bank of California, N.A., in its capacity as administrative agent (or any assignee of or successor to such administrative agent) under the Credit Agreement (as defined below) and on behalf of the Credit Parties (as defined below) ("ADMINISTRATIVE AGENT"), and Xxxxx Corporation, a Delaware corporation ("XXXXX").

Other New Mexico Provisions. (a) In addition to the requirements for giving notice set forth elsewhere in this instrument, all notices shall be sent by regular, first-class United States mail, postage prepaid. (b) Notwithstanding anything to the contrary contained in this instrument, the appointment of a receiver for the Mortgaged Property shall be in accordance with the New Mexico Receivership Act, Section §44-8-1, et seq., NMSA 1978. (c) To the extent this instrument constitutes a deed of trust, it is subject to the New Mexico Deed of Trust Act, Section §48-10-1, et seq., NMSA 1978. (d) To the extent this instrument constitutes a mortgage, the grant of the mortgage is made with mortgage covenants and upon the statutory mortgage condition, for the breach of which, except as otherwise provided herein, this instrument is subject to foreclosure as provided by law. (e) For Security Agreement and Fixture Filing purposes, (1i) the Debtor's ’s name is HEP PipelineLovington-Artesia, L.L.C., whose address is shown on the first page of this instrument; (2ii) the Secured Party's ’s name is Xxxxx Corporation, whose address is shown on the first page in Section 1.1(b) of this instrument; (3iii) this instrument covers materials, supplies, equipment, apparatus and other items that are, or are to become, fixtures; and (4iv) the real property to which such fixtures are related is attached to this instrument as Exhibit A. WITNESS THE EXECUTION HEREOF as of the date first above written. GRANTOR: HEP PIPELINE, L.L.C., a Delaware limited liability company By: Xxxxx Energy Partners - OperatingXXXXX ENERGY PARTNERS — OPERATING, L.P., a Delaware limited partnership, its sole member By: HEP Logistics LOGISTICS GP, L.L.C., a Delaware limited liability company, its general partner By: Xxxxx Energy PartnersXXXXX ENERGY PARTNERS, L.P., a Delaware limited partnership, its sole member By: HEP Logistics HoldingsLOGISTICS HOLDINGS, L.P., a Delaware limited partnership, its general partner By: Xxxxx Logistic ServicesXXXXX LOGISTIC SERVICES, L.L.C., a Delaware limited liability company, its general partner By: /s/ Xxxxxxx Xxxxx X. XxXxxxxxx ---------------------------- Xxxxxxx Xxxxx Xxxxx X. XxXxxxxxx Xxxxx, Senior Vice President and Chief Financial Officer EMPLOYER IDENTIFICATION NUMBER OF GRANTOR: 00-0000000 ORGANIZATIONAL NUMBER OF GRANTOR: 381427 4469488 THE STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on July 8May 28, 20052009, by Xxxxxxx Xxxxx X. XxXxxxxxxXxxxx, Senior Vice President and Chief Financial Officer of Xxxxx Logistic Services, L.L.C., a Delaware limited liability company, general partner of HEP Logistics Holdings, L.P., a Delaware limited partnership, general partner of Xxxxx Energy Partners, L.P., a Delaware limited partnership, sole member of o HEP Logistics GP, L.L.C., a Delaware limited liability company, general partner of Xxxxx Energy Partners - — Operating, L.P., a Delaware limited partnership, sole member of HEP PipelineLovington-Artesia, L.L.C., a Delaware limited liability company, on behalf of said limited liability companies and limited partnership. /s/ Notary Public ---------------------------------- Xxxxxxx X. Xxxxxx Notary Public, State of Texas My Commission Expires: 1/25/06 ----------------- EXHIBIT 4.4.2010 None. None • Lovington Station, including all mainline pump equipment, metering equipment, suction manifold, and other associated equipment. • Receipt manifold and meter equipment at the Navajo Refinery in Eddy County, New Mexico. • A EXHIBIT B DESCRIPTION OF PIPELINES Approximately 65 miles of 8" feedstock pipeline and 10" feedstock sixteen-inch pipeline, each of which begins at the inlet flange of the delivery manifold motor operated valves at the approximately sixty-five miles in length. Running from Lovington Refinery, near LovingtonStation in Lea County, New Mexico and ends at to the outlet flange of the turbine meter at the Artesia Navajo Refinery in ArtesiaEddy County, New Mexico, along with any and all connection facilities, including the Enterprise/MAPL connection, field booster pump stations, spare parts, pipes, valves, motors and miscellaneous equipment directly associated with the 8" inch and 10" feedstock pipelines. ATTACHMENT 1 FORM OF SUBORDINATION, NON. None. Lea County Road Department CR 122 — Hummingbird Rd. CR 126 — Maljamar Rd. Permit for Installation of Utility Facilities 6/24/2008 RX080663 RX080662 10 Yrs Eddy County Road Department CR 59 — Xxxxxx Road CR 211 — Old Loco Road CR 214 — Barnaval Drive CR 217 — Xxxxxxxx Cutoff CR 219 — Goat Ropers Road CR 220 — Square Lake Road CR 208 — Red Lake Road CR 200 — Xxxx Ranch Road CR 209 — Turkey Tract Road CR 215 — Kewanee Road CR 202 — Southern Union Permit for Installation of Utility Facilities 6/11/2008 RP-08-DISTURBANCE AND ATTORNMENT AGREEMENT After recording, return to: Xxxxxx & Xxxxxx L.L.P. 0000 Xxxx Xxxxxx, Suite 3700 Dallas, Texas 75201 Attention: Xxxx X. Xxxxxxxx, Xx. SUBORDINATION, NON077 RP-08-DISTURBANCE AND ATTORNMENT AGREEMENT This Subordination, Non078 RP-08-Disturbance and Attornment Agreement (this "AGREEMENT") is executed as 079 RP-08-080 RP-08-081 RP-08-082 RP-08-083 RP-08-084 RP-08-085 RP-08-086 RP-08-087 10 Yrs New Mexico Department of July __, 2005, among Union Bank Transportation NM State Highway 229 US Highway 82 NM State Highway 238 NM State Highway 483 Permit for Installation of California, N.A., in its capacity as administrative agent (or any assignee of or successor to such administrative agent) under the Credit Agreement (as defined below) and on behalf of the Credit Parties (as defined below) ("ADMINISTRATIVE AGENT"), and Xxxxx Corporation, a Delaware corporation ("XXXXX").Utility Facilities 4/25/2008 2-15124 2-15125 2-15238 2-15239 25 Yrs

Other New Mexico Provisions. (a) In addition to the requirements for giving notice set forth elsewhere in this instrument, all notices shall be sent by regular, first-class United States mail, postage prepaid. (b) Notwithstanding anything to the contrary contained in this instrument, the appointment of a receiver for the Mortgaged Property shall be in accordance with the New Mexico Receivership Act, Section §44-8-1, et seq., NMSA 1978. (c) To the extent this instrument constitutes a deed of trust, it is subject to the New Mexico Deed of Trust Act, Section §48-10-1, et seq., NMSA 1978. (d) To the extent this instrument constitutes a mortgage, the grant of the mortgage is made with mortgage covenants and upon the statutory mortgage condition, for the breach of which, except as otherwise provided herein, this instrument is subject to foreclosure as provided by law. (e) For Security Agreement and Fixture Filing purposes, (1i) the Debtor's ’s name is HEP Pipeline, L.L.C., whose address is shown on the first page of this instrument; (2ii) the Secured Party's ’s name is Xxxxx Hxxxx Corporation, whose address is shown on the first page in Section 1.1(b) of this instrument; (3iii) this instrument covers materials, supplies, equipment, apparatus and other items that are, or are to become, fixtures; and (4iv) the real property to which such fixtures are related is attached to this instrument as Exhibit A. WITNESS THE EXECUTION HEREOF as of the date first above written. GRANTOR: HEP PIPELINE, L.L.C., a Delaware limited liability company By: Xxxxx Energy Partners - OperatingHXXXX ENERGY PARTNERS — OPERATING, L.P., a Delaware limited partnership, its sole member By: HEP Logistics GP, L.L.C., a Delaware limited liability company, its general partner By: Xxxxx Energy Partners, L.P., a Delaware limited partnership, its sole member By: HEP Logistics Holdings, L.P., a Delaware limited partnership, its general partner By: Xxxxx Logistic Services, L.L.C., a Delaware limited liability company, its general partner Sole Member By: /s/ Xxxxxxx Dxxxx X. XxXxxxxxx ---------------------------- Xxxxxxx Xxxxx Dxxxx X. XxXxxxxxx Xxxxx, Senior Vice President and Chief Financial Officer EMPLOYER IDENTIFICATION NUMBER OF GRANTOR: 0070-0000000 ORGANIZATIONAL NUMBER OF GRANTOR: 381427 3814278 THE STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on July 8February 29, 20052008, by Xxxxxxx Dxxxx X. XxXxxxxxxXxxxx, Senior Vice President and Chief Financial Officer of Xxxxx Logistic Services, L.L.C., a Delaware limited liability company, general partner of HEP Logistics Holdings, L.P., a Delaware limited partnership, general partner of Xxxxx Energy Partners, L.P., a Delaware limited partnership, sole member of HEP Logistics GP, L.L.C., a Delaware limited liability company, general partner of Xxxxx Hxxxx Energy Partners - — Operating, L.P., a Delaware limited partnership, sole member of HEP Pipeline, L.L.C., a Delaware limited liability company, on behalf of said limited liability company and limited partnership. /s/ Notary Public ---------------------------------- Jxxxx X. Xxxxxx Notary Public, State of Texas My Commission Expires: 1/25/06 ----------------- EXHIBIT A EXHIBIT B DESCRIPTION OF PIPELINES Approximately 65 miles 4-8-2009 None. Lease and Access Agreement of 8" feedstock pipeline even date herewith between Navajo Refining Company, L.L.C., as Lessor, and 10" feedstock pipelineHEP Pipeline, each of which begins at the inlet flange of the delivery manifold motor operated valves at the Lovington RefineryL.L.C., near Lovingtonas Lessee, New Mexico and ends at the outlet flange of the turbine meter at relating to certain land within the Artesia Refinery in Artesia(as the same may from time to time be amended, modified, supplemented, extended, renewed, restated, or replaced) covering the following real property: A TRACT OF LAND LOCATED IN SECTION 9, TOWNSHIP 17 SOUTH, RANGE 26 EAST, N.M.P.M., EDDY COUNTY, NEW MEXICO, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: TRACT “A” BEGINNING AT A POINT WHICH LIES N.00’07’08’E., 1942.1 FEET AND S.89’52’52E., 1817.1 FEET FROM THE SOUTHWEST CORNER OF SAID SECTION 9; THENCE N.00’13’37’E., 300.0 FEET; THENCE S.89’46’23’E., 360.0 FEET; THENCE S.00’13’37’W., 300.0 FEET; THENCE N.89’45.23’W., 360.0 FEET TO THE POINT OF BEGINNING. SAID TRACT OF LAND CONTAINING 2.4793 ACRES, MORE OR LESS. TRACT “B” BEGINNING AT A POINT WHICH LIES N.00’07’08’E., 1692.2 FEET AND S.89’52’52’E., 1816.6 FEET FROM THE SOUTHWEST CORNER OF SAID SECTION 9; THENCE N.00’13’37’E., 250.0 FEET; THENCE S.89’46’23’E., 360.0 FEET; THENCE S.00’13’37’W., 250.0 FEET; THENCE N.89’46’23’W., 360.0 FEET TO THE POINT OF BEGINNING. SAID TRACT OF LAND CONTAINING 2.0661 ACRES, MORE OR LESS. New Mexico Eddy Bureau of Land Management Navajo Refining Company Permit 9/30/1997 NM-98343 New Mexico Exxx Xxxxx, LTD Navajo Refining Company ROW 8/22/1997 08/26/1997 290 / 887 New Mexico Exxx Xxxx County Road Department Navajo Pipeline Company Permit 8/25/1997 206 / RP-97-089 New Mexico Eddy State of New Mexico Commissioner of Public Lands Navajo Refining Company ROW 9/23/1997 26317 New Mexico Exxx Xxxx County Road Department Navajo Pipeline Company Permit 8/25/1997 232 / RP-97-091 New Mexico Exxx Xxxx County Road Department Navajo Pipeline Company Permit 8/25/1997 204 / RP-97-088 New Mexico Exxx Xxxx County Road Department Navajo Pipeline Company Permit 8/25/1997 229 / RP-97-090 New Mexico Eddy Bureau of Land Management Continental Pipeline Company Permit 5/29/1965 NM-0557183 New Mexico Exxx Bxxxxx Xxxxxx Continental Pipe Line Company ROW 4/7/1965 4/29/1965 188 / 198 New Mexico Eddy State of New Mexico Commissioner of Public Lands Continental Pipe Line Company ROW 5/11/1965 RW-16231 New Mexico Exxx Xxxxx, Ltd Continental Pipe Line Company ROW 3/14/1966 4/8/1966 192 / 429 New Mexico Exxx X.X. & Exxxx Xxxxxxxx Continental Pipe Line Company ROW 4/14/1965 5/3/1965 188 / 235 New Mexico Eddy New Mexico State Highway Continental Pipe Line Company Permit 5/14/1965 — Permit Nx. 0-0000 Xxx. 000 New Mexico Exxx J.X. Xxxxxx Continental Pipe Line Company ROW 4/6/1965 4/29/1965 188 / 196 New Mexico Eddy General Land Office (United States Department of Interior) Illinois Pipeline Company ROW 5/28/1928 — LC-036453 New Mexico Eddy Bureau of Land Management Navajo Refining Company ROW 5/24/2002 No. 105996 New Mexico Eddy Bureau of Land Management Navajo Refining Company ROW 10/4/1996 No. 96607 New Mexico Eddy State of New Mexico Commissioner of Public Lands Navajo Pipeline Company ROW 5/31/2001 No. 27745 New Mexico Eddy General Land Office (United States Department of Interior) Illinois Pipeline Company ROW 5/28/1928 — LC-036453 New Mexico Eddy Bureau of Land Management Navajo Refining Company ROW + Station Site 10/19/1998 — NM-100652 New Mexico Exxx X.X. Cxxx Xx. & Kxxxxxxx X. Xxxx, Husband & Wife Navajo Refining Company, Inc. ROW 12/30/1982 3/30/1983 255 / 1309 New Mexico Eddy County of Eddy Navajo Refining Company Permit 6/30/1998 RP-98-102 New Mexico Exxx Xxxxx Farms Navajo Refining Company ROW 7/13/1998 7/20/1998 323 / 943 New Mexico Eddy New Mexico State Highway Department Navajo Refining Company Permit 7/16/1998 2-13046 New Mexico Exxx Xxxxx Xxxxxxxx, a single man, Vxxxxx Xxxxxxxx Navajo Refining Company ROW 7/16/1998 7/20/1998 323 / 953 New Mexico Exxx Xxxxx Xxxxxxxx, a single man, Vxxxxx Xxxxxxxx Navajo Refining Company, Inc. ROW 7/1/1998 7/9/1998 323 / 956 New Mexico Eddy New Mexico State Highway Department Navajo Refining Company Permit 7/16/1998 2-13047 New Mexico Exxx Xxxxxx K. Xxxxxx Living Trust by M.X. Xxxxxx, trustee Navajo Refining Company ROW 7/6/1998 7/13/1998 323 / 125 New Mexico Exxx Xxxxxx K. Xxxxxx Living Trust by M.X. Xxxxxx, trustee Navajo Refining Company ROW 6/17/1998 7/9/1998 322 / 953 New Mexico Exxx Xxxxxxx Trust, Inc. By: Wxxxxxx X. Xxxxxxx, President Navajo Refining Company ROW 6/29/1998 7/9/1998 322 / 950 New Mexico Exxx Xxxxxx P. Xxxx, a married man Navajo Refining Company ROW 6/23/1998 1/7/1999 339 / 1157 New Mexico Exxx Xxxxxx P. Xxxx, a married man Navajo Refining Company ROW 6/29/1998 1/7/1999 339 / 1154 New Mexico Exxx Xxxx P. Xxxx, Xx. Navajo Refining Company ROW 6/23/1998 7/9/1998 322 / 947 New Mexico Exxx Xxxxxx C. Xxxxxx Estate, et al Navajo Refining Company ROW 6/15/1998 7/19/1998 7/23/1998 7/21/1998 6/16/1998 7/27/1998 6/7/1999 7/29/1998 7/21/1998 7/7/1998 7/9/1998 7/31/1998 7/31/1998 7/31/1998 7/9/1998 9/28/1998 6/15/1999 9/28/1998 7/31/1998 7/31/1998 322 / 929 324 / 1020 324 / 1014 324 / 1008 322 / 935 330 / 222 353 / 1175 330 / 228 324 / 1002 324 / 996 New Mexico Eddy County of Eddy Navajo Refining Company Permit 6/30/1998 RP-98-103 New Mexico Exxx Xxxxxx D. Xxxxxx and Jxxx Xxxxxx Navajo Refining Company ROW 6/16/1998 7/9/1998 322 / 944 New Mexico Exxx Xxxxxxx Elmers Jxxxxxx, St. a/k/a W.E. Jeffers Navajo Refining Company ROW 6/26/1998 7/9/1998 322 / 941 New Mexico Exxx Xxxxx Oil Corporation By: Mxxx X. Xxxxx Navajo Refining Company ROW 7/13/1998 7/20/1998 323 / 965 New Mexico Exxx Xxxx D. Xxxx and Jxxxxx Xxxx Navajo Refining Company ROW 6/5/1998 6/15/1998 320 / 680 New Mexico Eddy United States Department of the Interior Navajo Refining Co. ROW 7/8/1998 NM-100652 New Mexico Eddy State of New Mexico Navajo Refining Company ROW 10/19/1998 26649 New Mexico Eddy County of Eddy Navajo Refining Company Permit 6/30/1998 RP-98-104 New Mexico Eddy County of Eddy Navajo Refining Company Permit 6/30/1998 RP-98-105 New Mexico Eddy Bureau of Land Management Hxxxx Energy Partners L.P. ROW 6/7/2006 — BCM-NM-115944 New Mexico Eddy State of New Mexico Hxxxx Energy Partners, LP ROW 6/26/2006 — RW-29955 New Mexico Exxx Xxxxx LTD Hxxxx Energy Partners L.P. ROW 4/10/2006 4/27/2006 641 / 485 New Mexico Eddy County of Exxx Xxxxx Energy Partners LP ROW 6/13/2006 — RP-06-070: Co. Rd. #206 New Mexico Eddy County of Exxx Xxxxx Energy Partners LP ROW 6/13/2006 — RP-06-071: Co. Rd. #s 225 + 226 New Mexico Eddy County of Eddy Navajo Refining Co. ROW 7/8/1998 — NM-100652 New Mexico Eddy City of Artesia Road Crossings New Mexico Eddy State of New Mexico Road Crossings New Mexico Exxx Xxxx County Commissioners Aztec Pipe Line Company Blanket Permit 5/26/1960 New Mexico Eddy Axxx Xxxxxxx Aztec Pipe Line Company ROW 6/22/1960 11/14/1960 166 / 145 New Mexico Exxx Xxxxxxxxx, Topeka and Santa Fe Railway Company Navajo Refining Company Permit 5/11/1987 Contract No. 112788 New Mexico Eddy New Mexico State Highway Department Aztec Pipe Line Company Permit 6/00/0000 Xx. Xxx. 350 & 351 No. 3783 New Mexico Exxx Txxxx X Xxxxxxxxxx and Txxxx X. Xxxxxxxxxx Navajo Refining Company Cathodic Easement 11/17/1998 11/17/1998 335 / 107 New Mexico Eddy New Mexico State Highway Department Aztec Pipe Line Company Permit 6/20/1960 St. Hwy. 350 (Parallels) New Mexico Eddy Bureau of Land Management Navajo Refining Company Truck Unloading & Tanks Facility 6/7/1988 — NM-72671 w/ amendment New Mexico Eddy State of New Mexico New Mexico Pipeline Company Deed ROW 5/21/1926 — RW Deed No. 314 New Mexico Eddy Bureau of Land Management Navajo Pipeline Co. ROW/ Temp. Use Permit 10/4/1996 — NM-96607 New Mexico Eddy Bureau of Land Management Malco Refineries, Inc. ROW + Plant 1/1/1952 — NM-06130 New Mexico Eddy Bureau of Land Management Navajo Refining Co. Pipeline & Station Grant 2/27/2001 — NM-105028 New Mexico Eddy State of New Mexico Navajo Refining Company Station Site/Business Lease 2/14/1995 — BL-875 New Mexico Eddy State of New Mexico Navajo Refining Co. ROW 2/4/1974 — RW-18440 New Mexico Eddy Bureau of Land Management Navajo Refining Company ROW 5/8/1974 NM-20261 New Mexico Eddy Bureau of Land Management Continental Pipe Line Company ROW 6/20/1963 — NM-0349783 New Mexico Eddy Bureau of Land Management Valley Gas Corporation ROW 2/21/1956 — NM-029234 New Mexico Eddy Bureau of Land Management Artesia Pipeline Company ROW 10/5/1954 — NM-015544 New Mexico Eddy State of New Mexico New Mexico Pipeline Company ROW 5/21/1926 RW Deed No. 314 • A six-inch, 11 mile line running from Bxxxxx, Xxxx County, New Mexico, along with any and all connection facilitiesto N. Artesia, Eddy County, New Mexico; • A 4/6-inch, seven mile line running from Barnsdall, Eddy County, New Mexico, to N. Artesia, Eddy County, New Mexico; • An eight-inch, two mile line running from the Barnsdall jumper line in Eddy County, New Mexico, to the Lovington line in Eddy County, New Mexico; • A four-inch, four mile line running from Artesia St., Eddy County, New Mexico, to N. Artesia, Eddy County, New Mexico; • An eight-inch, six mile line running from N. Artesia, Eddy County, New Mexico, to Exxxx Junction, Eddy County, New Mexico; • A six-inch, 1.2 mile line running from Abo, Eddy County, New Mexico, to Exxxx Junction, Eddy County, New Mexico; • An eight-inch, 11.5 mile line from Exxxx Junction, Eddy County, New Mexico, to Artesia, Eddy County, New Mexico; • A 12-inch, 13 mile line from Artesia, Eddy County, New Mexico, to Bad Luck, Eddy County, New Mexico; • A four-inch, 36 mile line running from Artesia, Eddy County, New Mexico, to Roswell, Cxxxxx County, New Mexico Abo Station, including all tanks, pump stations and other associated equipment, including without limitation Tank 1007, Eddy County, New Mexico; • Artesia Station including all tanks, pump stations and other associated equipment, including without limitation Tank 970, Eddy County, New Mexico; • Barnsdall Station including all tanks, pump stations and other associated equipment, including without limitation Tank 1028, Eddy County, New Mexico; • Bxxxxx Station including all tanks, pump stations and other associated equipment, including without limitation Tanks 972 and 973, Eddy County, New Mexico; • Hxxxxxx Station including all tanks, pump stations and other associated equipment, including without limitation Tanks 1048 and 1049, Eddy County, New Mexico; • A four-inch, 1.2 mile line running from Abo Station, Eddy County, New Mexico, to BP Sweet system, Eddy County, New Mexico; • A six-inch, 6.5 mile line running from Artesia Station, Eddy County, New Mexico, to Abo Trunk line, Eddy County, New Mexico; • A four-inch, approximately 14 mile line running from Maljamar Park, Lea County, New Mexico, to Bxxxxx Station, Eddy County, New Mexico; • Barnsdall Station lease connection lines, Eddy County, New Mexico; • Bxxxxx Station lease connection lines, Eddy County, New Mexico; • Bxxxxx Flats lease connection lines, Eddy County, New Mexico; • Abo Station lease connection lines, Eddy County, New Mexico; • Artesia Station lease connection lines, Eddy County, New Mexico; • Eagle lease connection lines, Eddy County, New Mexico. None. To the Enterprise/MAPL connectionextent assignable, field booster pump stationsall permits, spare partslicenses, pipescertificates, valvesauthorizations, motors registrations, orders, waivers, variances and miscellaneous equipment directly associated with approvals now or hereafter granted by any Governmental Entity to Grantor or its predecessors in interest pertaining solely to the 8" inch and 10" feedstock pipelines. ATTACHMENT 1 FORM OF SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT After recording, return to: Xxxxxx & Xxxxxx L.L.P. 0000 Xxxx Xxxxxx, Suite 3700 Dallas, Texas 75201 Attention: Xxxx X. Xxxxxxxx, Xx. SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT This Subordination, Non-Disturbance and Attornment Agreement (this "AGREEMENT") is executed as of July __, 2005, among Union Bank of California, N.A., in its capacity as administrative agent (ownership or any assignee of or successor to such administrative agent) under the Credit Agreement (as defined below) and on behalf operation of the Credit Parties (as defined below) ("ADMINISTRATIVE AGENT"), and Xxxxx Corporation, a Delaware corporation ("XXXXX")Pipelines.

Other New Mexico Provisions. (a) In addition to the requirements for giving notice set forth elsewhere in this instrument, all notices shall be sent by regular, first-class United States mail, postage prepaid. (b) Notwithstanding anything to the contrary contained in this instrument, the appointment of a receiver for the Mortgaged Property shall be in accordance with the New Mexico Receivership Act, Section §44-8-1, et seq., NMSA 1978. (c) To the extent this instrument constitutes a deed of trust, it is subject to the New Mexico Deed of Trust Act, Section §48-10-1, et seq., NMSA 1978. (d) To the extent this instrument constitutes a mortgage, the grant of the mortgage is made with mortgage covenants and upon the statutory mortgage condition, for the breach of which, except as otherwise provided herein, this instrument is subject to foreclosure as provided by law. (e) For Security Agreement and Fixture Filing purposes, (1i) the Debtor's ’s name is HEP Pipeline, L.L.C., whose address is shown on the first page of this instrument; (2ii) the Secured Party's ’s name is Xxxxx Hxxxx Corporation, whose address is shown on the first page in Section 1.1(b) of this instrument; (3iii) this instrument covers materials, supplies, equipment, apparatus and other items that are, or are to become, fixtures; and (4iv) the real property to which such fixtures are related is attached to this instrument as Exhibit A. WITNESS THE EXECUTION HEREOF as of the date first above written. GRANTOR: HEP PIPELINE, L.L.C., a Delaware limited liability company By: Xxxxx Energy Partners - OperatingHXXXX ENERGY PARTNERS — OPERATING, L.P., a Delaware limited partnership, its sole member By: HEP Logistics GP, L.L.C., a Delaware limited liability company, its general partner By: Xxxxx Energy Partners, L.P., a Delaware limited partnership, its sole member By: HEP Logistics Holdings, L.P., a Delaware limited partnership, its general partner By: Xxxxx Logistic Services, L.L.C., a Delaware limited liability company, its general partner Sole Member By: /s/ Xxxxxxx Dxxxx X. XxXxxxxxx ---------------------------- Xxxxxxx Xxxxx Dxxxx X. XxXxxxxxx Xxxxx, Senior Vice President and Chief Financial Officer EMPLOYER IDENTIFICATION NUMBER OF GRANTOR: 0070-0000000 ORGANIZATIONAL NUMBER OF GRANTOR: 381427 3814278 THE STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on July 8February 29, 20052008, by Xxxxxxx Dxxxx X. XxXxxxxxxXxxxx, Senior Vice President and Chief Financial Officer of Xxxxx Logistic Services, L.L.C., a Delaware limited liability company, general partner of HEP Logistics Holdings, L.P., a Delaware limited partnership, general partner of Xxxxx Energy Partners, L.P., a Delaware limited partnership, sole member of HEP Logistics GP, L.L.C., a Delaware limited liability company, general partner of Xxxxx Hxxxx Energy Partners - — Operating, L.P., a Delaware limited partnership, sole member of HEP Pipeline, L.L.C., a Delaware limited liability company, on behalf of said limited liability company and limited partnership. /s/ Notary Public ---------------------------------- Jxxxx X. Xxxxxx Notary Public, State of Texas My Commission Expires: 1/25/06 ----------------- EXHIBIT 4-8-2009 None. 1. Lease Agreement and Grant of Easement effective April 3, 1996, originally between Olane and LxXxxxx Xxxxxxx, as Lessors, and Navajo Refining Company, a Delaware corporation, as Lessee (as the same may from time to time be amended, modified, supplemented, extended, renewed, restated, or replaced) covering the following real property: A EXHIBIT B DESCRIPTION TRACT OF PIPELINES Approximately 65 miles LAND LOCATED IN SECTION 5, TOWNSHIP 17 SOUTH, RANGE 32 EAST. N.M.P.M., LEA COUNTY, NEW MEXICO AND BEING MORE PARTICULARY DESCRIBED AS FOLLOWS: BEGINNING AT A POINT BEING N.49’33’E, 407.2 FEET FROM THE SOUTHWEST CORNER OF SAID SECTION 5, THENCE N.42’57’W., 400.0 FEET; THENCE N.47’03’E., 200.0 FEET; THENCE S.42’57’E., 400.0 FEET; THENCE S.47’03’W., 200.0 FEET TO THE POINT OF BEGINNING. SAID TRACT OF LAND CONTAINS 1.84 ACRES MORE OR LESS. 2. Cxxxxx Station 3. Monument Junction 4. Lease Agreement dated as of 8" feedstock pipeline January 1, 2000, originally between ARCO Pipe Line Company, as Lessor, and 10" feedstock pipelineNavajo Pipeline Company, each as Lessee (as the same may from time to time be amended, modified, supplemented, extended, renewed, restated, or replaced) covering the following real property: Tract of which begins at the inlet flange land situated in Lea County, State of New Mexico, described as follows: The SE/4 of the delivery manifold motor operated valves at NW/4 Section 15, Township 19 South, Range 38 East and the SW/4 Section 15, Township 19 South, Range 38 East and the NW/4 Section 22, Township 19 South, Range 38 East, less 24 acres, more or less, in the Right of Way of the Texas and New Mexico Railway, the 20 acres conveyed to Tidal Refining Company and more specifically described in the deed dated August 11, 1930 and except 40 acres conveyed to Humble Pipe Line Company as more specifically described in that deed dated July 31, 1930 from Atlantic Oil Producing Company; said tract containing 276 acres, more or less. 5. Lease and Access Agreement of even date herewith between Navajo Refining Company, L.L.C., as Lessor, and HEP Pipeline, L.L.C., as Lessee, relating to certain land within the Lovington RefineryRefinery (as the same may from time to time be amended, near modified, supplemented, extended, renewed, restated, or replaced) covering the following real property: A TRACT OF LAND SITUATED IN THE NORTHEAST QUARTER OF SECTION 36, TOWNSHIP 16 SOUTH, RANGE 36 EAST, N.M.P.M., LEA COUNTY, NEW MEXICO AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTH CORNER OF THIS TRACT WHICH LIES S89’14’52’W ALONG THE NORTH LINE OF SAID SECTION A DISTANCE OF 1129.2 FEET AND S00’45’08’E 986.9 FEET FROM THE NORTHEAST CORNER OF SAID SECTION: THEN S40’56’23E 446.4 FEET TO THE EAST CORNER OF THIS TRACT: THEN S49’51’36’W 885.9 FEET TO THE SOUTH CORNER OF THIS TRACT: THEN N40’25’30’W 445.7 FEET TO THE WEST CORNER OF THIS TRACT; THEN N49’49’05E 881.8 FEET TO THE POINT OF BEGINNING AND CONTAINING 9.05 ACRES MORE OR LESS. New Mexico Lxx Xxxxxxx Rxxx Xxxxxxx Navajo Pipeline Co. L.P. ROW 12/30/2005 2/16/2006 1427 / 416 New Mexico Lea Axxx Xxx Canada Navajo Pipeline Co. L.P. ROW 1/12/2006 2/16/2006 1427 / 412 New Mexico Lxx Lxxxx X. Xxxx Navajo Pipeline Co. L.P. ROW 1/7/2006 2/16/2006 1427 / 424 New Mexico Lxx Dxxxxxx X. Xxxxx Navajo Pipeline Co. L.P. ROW 2/23/2006 4/27/2006 1439 / 710 New Mexico Lxx Bxxxx X. Xxxxxx and Lxxxx X. Xxxxxx Navajo Pipeline Co. L.P. ROW 1/5/2006 3/7/2006 1431 / 69 New Mexico Lxx Bxxxx X. Xxxxxx and Lxxxx X. Xxxxxx Navajo Pipeline Co. L.P. ROW 1/23/2006 3/7/2006 1431 / 78 New Mexico Lea New Mexico State Highway and Transportation Navajo Pipeline Co. L.P. Permit Secs. 34 & 35 New Mexico Lxx Jxxxx X. Xxxxxxx and Txxxx X. Xxxxxxx Navajo Pipeline Co. L.P. ROW 1/11/2006 3/7/2006 1431 / 65 New Mexico Lxx Xxx County Board of Commissioners Navajo Pipeline Co. L.P. Permit 1/5/2006 Secs. 33 & 34 New Mexico Lxx Mxxx Xxxxx Navajo Pipeline Co. L.P. ROW 12/30/2005 2/16/2006 1427 / 407 New Mexico Lxx Xxxxxxxx Enterprises Trustee: Lxxxx Xxxxxx Navajo pipeline Co. L.P. ROW 12/12/2005 2/16/2006 1427 / 403 New Mexico Lxx Xxxxxxx M. Xxxxxx and Cxxxxx Wxxxx Xxxxx Navajo Pipeline Co. L.P. ROW 12/5/2005 3/7/2006 1431 / 74 New Mexico Lxx Pxxxxxx Xxxxx and Aetna Bxxxx Navajo Pipeline Co. L.P. ROW 1/9/2006 3/7/2006 1431 / 82 New Mexico Lea State of New Mexico Navajo Pipeline Company L.P. Tract 036-019 ROW No. 29761 New Mexico Lxx Xxx County Board of Commissioners Navajo Pipeline Co. L.P. Permit 1/5/2006 Secs. 35 & 36 Lxxxxxxx Family Trust Trustee: New Mexico Lxx Xxxxxx Jxxxxx Xxxxxx Navajo Pipeline Co. L.P. ROW 12/28/2005 2/16/2005 1427 / 396 New Mexico Lea City of Lovington Navajo Pipeline Co. L.P. ROW 1/24/2005 1486 / 154 New Mexico Lea New Mexico State Highway and Transportation Navajo Pipeline Co. L.P. Permit 4/20/2006 Sec. 35 New Mexico Lxx Xxxxxx Northwestern Railroad Company, Inc. Navajo Pipeline Co. L.P. License 2/15/2006 New Mexico Lea City of Lovington Southern Union Refining Company ROW 6/27/1979 7/23/1979 375 / 286 New Mexico Lxx Txxxx X. Xxxxxx, a/k/a Txxxx X. Xxxxxx Fife Southern Union Refining Company ROW 375 / 269 New Mexico Lxx Mxxx X. Xxxxxx Southern Union Refining Company ROW 6/14/1979 7/23/1979 375 / 266 New Mexico Lxx X.X. & Sxxxx X. Xxxxx Southern Union Refining Company ROW 6/7/1979 7/23/1979 375 / 280 New Mexico Lea State of New Mexico Southern Union Refining Company ROW 5/22/1979 — 379 / 90 ROW No. 20094 New Mexico Lxx Cxxxxxx X. and Fxxxxxx X. Xxxxxx Southern Union Refining Company ROW 6/7/1979 7/23/1979 375 / 275 New Mexico Lxx Mxxxxx XxXxxxx, Executrix for the Will N. Xxxxx Trust Southern Union Refining Company ROW 7/19/1979 7/23/1979 375 / 289 New Mexico Lxx Mxxxxx XxXxxxx Southern Union Refining Company ROW 7/19/1979 7/23/1979 375 / 297 New Mexico Lea State of New Mexico Southern Union Refining Company ROW U.S. Hwy. 62 and 180 New Mexico Lxx Cxxxx Xxxxxx Southern Union Refining Company ROW 6/7/1979 9/18/1979 376 / 437 New Mexico Lxx Wxxxx X. Xxxxxxx, et al Southern Union Refining Company ROW 6/19/1979 7/23/1979 375 / 258 New Mexico Lxx Rxxx Xxxxxxxx Southern Union Refining Company ROW 7/19/1979 1/16/1980 378 / 641 New Mexico Lxx Mxxxxx XxXxxxx Xxxxxxxxx Southern Union Refining Company ROW 7/19/1979 7/23/1979 375 / 305 New Mexico Lea Arco Pipeline Co. Southern Union Refining Company ROW 8/8/1979 9/10/1979 376 / 270 New Mexico Lxx Xxxxxx & Northwestern Railroad Co., Inc. (Texas New Mexico Railroad) Navajo Refining Company, L.P. (Southern Union Refining Company) License 5/10/2002 TNMR No. 78994 New Mexico Lea State of New Mexico, Commissioner of Public Lands Kxxx Industries, Inc. ROW 2/11/1974 3/15/1974 339 / 756 New Mexico Lxx Fxxxxx Xxxxxx Dxxxxx and Dxxxxxx Xxxxxx SxXxxxxxxx Kxxx Industries, Inc. ROW 1/31/1974 339 / 846 New Mexico Lxx Fxxxxx Xxxxxx Dxxxxx and Dxxxxxx Xxxxxx SxXxxxxxxx Kxxx Industries, Inc. ROW 8/20/1974 342 / 615 New Mexico Lxx Xxx County Board of Directors Navajo Pipeline Co. L.P. Permit 12/16/2003 Permit # RX0312124 New Mexico Lea VMJ, Inc. Kxxxx Xxxxx, President Navajo Refining Company L.P. ROW 11/25/2003 11/25/2003 1268 / 514 New Mexico Lxx Xxx County Board of Commissioners Navajo Pipeline Co. L.P. Permit 2/18/2003 Permit # RX030219 New Mexico Lea New Mexico State Highway Department Navajo Refining Company L.P. Permit 3/16/2004 U.S. 180 New Mexico Lea S. X. Xxxx and wife Lxxx Xxxx American Liberty Pipe Line Company ROW 3/15/1939 6/27/1949 116 / 391 New Mexico Lxx Xxxxx Ixxx Xxxxx ARCO Pipe Line Company ROW 3/30/1995 4/21/1995 602 / 56 New Mexico Lxx Sxx Xxxx, Administrator of the S. X. Xxxx Estate ARCO Pipe Line Company Surface Easement 4/26/1973 5/17/1973 334 / 804 New Mexico Lea T. H. Gxxxx and wife Pxxxxx Xxxxx American Liberty Pipe Line Company ROW 3/13/1939 6/27/1949 116 / 389 New Mexico Lxx X. X. Harvard and wife Lxxxxx Harvard American Liberty Pipe Line Company ROW 3/17/1939 6/27/1949 116 / 387 New Mexico Lea State of New Mexico ALOCO Pipe Line Company Permit 4/24/1939 6/27/1949 116 / 383 Permit #M-872 & 1991 Amendment New Mexico Lxx Xxx County Board of Commissioners Navajo Pipeline Co. L.P. Permit 12/16/2003 Permit #RX0312125 New Mexico Lxx Xxx County Board of Commissioners Navajo Pipeline Co. L.P. Permit 2/18/2003 Permit #RX030220 New Mexico Lxx Fxxxx Xxxxxx and wife Mxxxxx American Liberty Pipe Line Company ROW 3/14/1939 6/27/1949 116 / 379 New Mexico Lea L. X. Xxxx Xx. and wife Lxxx Xxxx American Liberty Pipe Line Company ROW 3/20/1939 6/27/1949 116 / 393 New Mexico Lxx Ixxx Xxxxx ARCO Pipe Line Company ROW 7/1/1993 3/24/1994 500 / 326 New Mexico Lea W. A. Dxxxxx and wife Bxxxxx Xxxxxx American Liberty Pipe Line Company ROW 3/14/1939 6/27/1949 116 / 381 New Mexico Lxx Xxxxxx Wxxxxxx Xxxxxx ARCO Pipe Line Company ROW 8/30/1993 3/24/1994 500 / 330 New Mexico Lxx Xxxx Pxxxxxxx Xxxxx ARCO Pipe Line Company ROW 9/30/1993 3/24/1994 500 / 334 New Mexico Lxx Jxxxx X. Xxxxxx Navajo Pipeline Co. L.P. ROW 1/8/2004 1/15/2004 1278 / 127 New Mexico Lxx Txxxx Xxxxxx Navajo Pipeline Co. L.P. ROW 1/8/2004 1/15/2004 1278 / 131 New Mexico Lxx Gxxx X. Xxxx Navajo Pipeline Co. L.P. ROW 1/14/2004 1/15/2004 1267 / 135 New Mexico Lxx Fxxxx X. Xxxxxx and wife Mxx. Xxxxx X. Foster American Liberty Pipe Line Company ROW 3/14/1939 6/27/1949 116 / 377 New Mexico Lea New Mexico State Highway and Transportation Department Navajo Pipeline Company L.P. Permit 3/16/2004 Hwy. #18 Permit # 2-14201 Hxxxx Station New Mexico Lxx Wxxx Xxxxx American Liberty Pipe Line Company ROW 3/28/1939 6/27/1949 116 / 375 NM Lea New Mexico State Highway and Transportation Department Navajo Pipeline Co. L.P. Permit [not dated] circa 04/2004 — Permit No.2-14235 NM Lxx Gxxx X. Xxxxxxxx Mxxxxx X. Xxxxxxxx Navajo Pipeline Co. L.P. ROW 3/23/2004 5/6/2004 1302 / 145 NM Lxx Jxx X. Xxxxxx Sxxxxx Xxxxxxxxxxx Navajo Pipeline Co. L.P. ROW 4/3/2004 5/3/2004 1301 / 442 NM Lxx XXXXXX Crude Pipeline, L.P. Navajo Pipeline Company L.P. ROW 6/14/2004 7/11/2004 1319 / 384 NM Lxx Xxx County Board of Commissioners Navajo Pipeline Co. L.P. Permit 4/1/2004 — Permit # RX040416 NM Lxx Jxxxx X. Xxxxxx Jxxx Xxxxxx Navajo Pipeline Company L.P. ROW 3/30/2004 5/3/2004 1301 / 440 • A 12-inch diameter, 23 mile line running from the Rxxxxxx, Xxxxxx County, Texas, to the Lovington, Lea County, New Mexico and ends at the outlet flange of the turbine meter at the Artesia Refinery in ArtesiaMexico; • An eight-inch diameter, 20 mile line running from Hxxxx, Xxx County, New Mexico, along with any and all connection facilitiesto Lovington, Lea County, New Mexico; • A 6/8-inch, 11 mile line running from Cxxxxx, Xxx County, New Mexico, to Lovington, Lea County, New Mexico; • A six-inch, 20 mile line running from Rxxxxxx, Xxxxxx County, Texas, to Hxxxx, Xxx County, New Mexico; • A six-inch, six mile line running from Gxxxxx, Xxxxxx County, Texas, to Hxxxx, Xxx County, New Mexico; • Maljamar Park Station, including all tanks, pump stations and other associated equipment, including without limitation Tanks 46, 47 and 48, Lea County, New Mexico; • Cxxxxx Station, including all tanks, pump stations and other associated equipment, including without limitation Tank 1038, Lea County, New Mexico; • Monument Junction, including all tanks, pump stations and other associated equipment, Lea County, New Mexico; • Hobbs Station, including all tanks, pump stations and other associated equipment, including without limitation Tanks 5201 and 5202, Lea County, New Mexico; • A four-inch, approximately 14 mile line running from Maljamar Park, Lea County, New Mexico, to Bxxxxx Station, Eddy County, New Mexico; • Maljamar Park lease connection lines, Lea County, New Mexico; • North Monument lease connection lines, Lea County, New Mexico; • South Monument lease connection lines, Lea County, New Mexico; • Monument Sweet lease connection lines, Lea County, New Mexico; • Chevron Lacts at Lovington Station 126 lease connection lines, Lea County, New Mexico. None. To the Enterprise/MAPL connectionextent assignable, field booster pump stationsall permits, spare partslicenses, pipescertificates, valvesauthorizations, motors registrations, orders, waivers, variances and miscellaneous equipment directly associated with approvals now or hereafter granted by any Governmental Entity to Grantor or its predecessors in interest pertaining solely to the 8" inch and 10" feedstock pipelines. ATTACHMENT 1 FORM OF SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT After recording, return to: Xxxxxx & Xxxxxx L.L.P. 0000 Xxxx Xxxxxx, Suite 3700 Dallas, Texas 75201 Attention: Xxxx X. Xxxxxxxx, Xx. SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT This Subordination, Non-Disturbance and Attornment Agreement (this "AGREEMENT") is executed as of July __, 2005, among Union Bank of California, N.A., in its capacity as administrative agent (ownership or any assignee of or successor to such administrative agent) under the Credit Agreement (as defined below) and on behalf operation of the Credit Parties (as defined below) ("ADMINISTRATIVE AGENT"), and Xxxxx Corporation, a Delaware corporation ("XXXXX")Pipelines.

Other New Mexico Provisions. (a) In addition to the requirements for giving notice set forth elsewhere in this instrument, all notices shall be sent by regular, first-class United States mail, postage prepaid. (b) Notwithstanding anything to the contrary contained in this instrument, the appointment of a receiver for the Mortgaged Property shall be in accordance with the New Mexico Receivership Act, Section §44-8-1, et seq., NMSA 1978. (c) To the extent this instrument constitutes a deed of trust, it is subject to the New Mexico Deed of Trust Act, Section §48-10-1, et seq., NMSA 1978. (d) To the extent this instrument constitutes a mortgage, the grant of the mortgage is made with mortgage covenants and upon the statutory mortgage condition, for the breach of which, except as otherwise provided herein, this instrument is subject to foreclosure as provided by law. (e) For Security Agreement and Fixture Filing purposes, (1i) the Debtor's ’s name is HEP Pipeline, L.L.C., whose address is shown on the first page of this instrument; (2ii) the Secured Party's ’s name is Xxxxx Hxxxx Corporation, whose address is shown on the first page in Section 1.1(b) of this instrument; (3iii) this instrument covers materials, supplies, equipment, apparatus and other items that are, or are to become, fixtures; and (4iv) the real property to which such fixtures are related is attached to this instrument as Exhibit A. WITNESS THE EXECUTION HEREOF as of the date first above written. GRANTOR: HEP PIPELINE, L.L.C., a Delaware limited liability company By: Xxxxx Energy Partners - OperatingHXXXX ENERGY PARTNERS — OPERATING, L.P., a Delaware limited partnership, its sole member By: HEP Logistics GP, L.L.C., a Delaware limited liability company, its general partner By: Xxxxx Energy Partners, L.P., a Delaware limited partnership, its sole member By: HEP Logistics Holdings, L.P., a Delaware limited partnership, its general partner By: Xxxxx Logistic Services, L.L.C., a Delaware limited liability company, its general partner Sole Member By: /s/ Xxxxxxx Dxxxx X. XxXxxxxxx ---------------------------- Xxxxxxx Xxxxx Dxxxx X. XxXxxxxxx Xxxxx, Senior Vice President and Chief Financial Officer EMPLOYER IDENTIFICATION NUMBER OF GRANTOR: 0070-0000000 ORGANIZATIONAL NUMBER OF GRANTOR: 381427 3814278 THE STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on July 8February 29, 20052008, by Xxxxxxx Dxxxx X. XxXxxxxxxXxxxx, Senior Vice President and Chief Financial Officer of Xxxxx Logistic Services, L.L.C., a Delaware limited liability company, general partner of HEP Logistics Holdings, L.P., a Delaware limited partnership, general partner of Xxxxx Energy Partners, L.P., a Delaware limited partnership, sole member of HEP Logistics GP, L.L.C., a Delaware limited liability company, general partner of Xxxxx Hxxxx Energy Partners - — Operating, L.P., a Delaware limited partnership, sole member of HEP Pipeline, L.L.C., a Delaware limited liability company, on behalf of said limited liability company and limited partnership. /s/ Notary Public ---------------------------------- Jxxxx X. Xxxxxx Notary Public, State of Texas My Commission Expires: 1/25/06 ----------------- EXHIBIT A EXHIBIT B DESCRIPTION OF PIPELINES Approximately 65 miles 4-8-2009 None. State County Grantor Grantee Type Date Date Book / Page New Mexico Cxxxxx City of 8" feedstock pipeline and 10" feedstock pipeline, each of which begins at the inlet flange of the delivery manifold motor operated valves at the Lovington Refinery, near LovingtonRoswell, New Mexico Navajo Refining Company, Inc. Lease Agreement 9/14/2006 1/29/2007 557 / 230 State County Grantor Grantee Type Date Date Book / Page New Mexico Cxxxxx Cxxxxx County Commissioners Aztec Pipe Line Company Permit 6/28/1960 Blanket Permit New Mexico Cxxxxx New Mexico State Highway Department Aztec Pipe Line Company Permit 8/5/1960 St. Hwy. 351 (Parallels) New Mexico Cxxxxx New Mexico State Highway Department Aztec Pipe Line Company Permit St. Hwy. 438 New Mexico Cxxxxx Xxxx B. Xxxxxx, et al Navajo Refining Company ROW 6/20/1998 10/13/1998 7/9/1998 6/24/1998 6/30/1998 7/01/1998 332 / 1129 322 / 963 322 / 959 330 / 220 322 / 965 New Mexico Cxxxxx Xxxxxxxx M. Xxxxxxx and ends at the outlet flange Rxxx X. Xxxxxxx Aztec Pipe Line Company ROW 6/10/1960 7/6/1960 76 / 176 New Mexico Cxxxxx Rxxxxx Xxxxxx and Exxxxx X. Xxxxxx, et al Aztec Pipe Line Company ROW 6/13/1960 11/14/1960 78 / 247 New Mexico Cxxxxx Bureau of the turbine meter at the Artesia Refinery in Land Management Continental Pipe Line Company ROW 6/24/1960 NM-01107906 New Mexico Cxxxxx Gxxxxxxx XxXxxxx Aztec Pipe Line Company ROW 6/20/1960 7/8/1960 76 / 189 New Mexico Cxxxxx X. X. Mxxxx Aztec Pipe Line Company ROW 6/8/1960 7/6/1960 76 / 174 New Mexico Cxxxxx Xxxxxxx S. Xxxxxxxxx and Lxxx X. Xxxxxxxxx Aztec Pipe Line Company ROW 6/16/1960 7/6/1960 76 / 170 New Mexico Cxxxxx Ixx Xxxxxxxxx Aztec Pipe Line Company ROW 6/2/1960 6/20/1960 76 / 45 New Mexico Cxxxxx S. X. Xxxxxxx, Xx. and Gxxxxxxxx X. Xxxxxxx Aztec Pipe Line Company ROW 5/30/1960 6/20/1960 76 / 23 State County Grantor Grantee Type Date Date Book / Page New Mexico Cxxxxx J. X. Xxxxxxx and Rxxx X. Xxxxxxx, et al Aztec Pipe Line Company ROW 5/19/1960 6/6/1960 76 / 167 New Mexico Cxxxxx Jxx Xxxxxxxx, a widower, J.X. Xxxxxxxx and Oxxxxxxx Xxxxxxxx, his wife Aztec Pipe Line Company ROW 5/27/1960 6/20/1960 76 / 27 New Mexico Cxxxxx Xxxxxxx E. Xxxx and Bxxxx Xx Xxxx, his wife Aztec Pipe Line Company ROW 5/25/1960 6/20/1960 76 / 29 New Mexico Cxxxxx State of New Mexico Continental Pipe Line Company ROW 12/27/1960 Ottowa Rd. New Mexico Cxxxxx Xxxxxx D. Xxxxxx and Exxxxxxxx Xxxxxx, his wife Aztec Pipe Line Company ROW 6/17/1960 7/8/1960 76 / 191 New Mexico Cxxxxx Cxxx Xxxxxxx Xxxxxxxx and Jxxxxxx X. Xxxxxxxx Aztec Pipe Line Company ROW 5/24/1960 6/20/1960 76 / 5 New Mexico Cxxxxx C. X. Xxxx and Nxxxxxx X. Xxxx, his wife Aztec Pipe Line Company ROW 5/24/1960 6/20/1960 76 / 21 New Mexico Cxxxxx Xxxxxxx A. Xxxxxxx and Lxxx Xxxxx Xxxxxxx Aztec Pipe Line Company ROW 5/25/1960 6/20/1960 76 / 17 New Mexico Cxxxxx Jxxxxx Xxxxxxx and Axxx Xxxxxxx, his wife Aztec Pipe Line Company ROW 5/27/1960 6/20/1960 76 / 49 New Mexico Cxxxxx W. X. Xxxx and Ixx Xxxx, his wife Aztec Pipe Line Company ROW 5/25/1960 6/20/1960 76 / 25 New Mexico Cxxxxx E. X. Xxxxxxxx and Exxxxxxxx X. Xxxxxxxx, his wife Aztec Pipe Line Company ROW 6/7/1960 6/20/1960 76 / 37 New Mexico Cxxxxx Xxxx M. Xxxxxx and Kxxx X. Xxxxxx, her husband Aztec Pipe Line Company ROW 6/4/1960 6/20/1960 76 / 9 New Mexico Cxxxxx Terraceia Blinks and Gxxxx Xxxxxx, her husband Aztec Pipe Line Company ROW 5/23/1960 6/17/1960 76 / 1 State County Grantor Grantee Type Date Date Book / Page New Mexico Cxxxxx Xxxx E. Xxxxxx, a widow Aztec Pipe Line Company ROW 5/6/1960 6/20/1960 76 / 41 New Mexico Cxxxxx C. X. Xxxxx and Axx X. Xxxxx Aztec Pipe Line Company ROW 5/31/1960 6/20/1960 76 / 33 New Mexico Cxxxxx E. Xxxxxxx Xxxxxxx and Txxxxx Rxxxxxx Xxxxxxx Aztec Pipe Line Company ROW 6/1/1960 6/20/1960 76 / 7 New Mexico Cxxxxx Xxxxxx D. Xxx Navajo Refining Company ROW 10/12/1990 10/15/1990 92 / 971 New Mexico Cxxxxx Irl R. Xxxx, Xx., and Uxxxxx Xxxx, his wife Aztec Pipe Line Company ROW 5/21/1960 6/20/1960 76 / 47 New Mexico Cxxxxx Mxxxx Xxxxxx and Nxxx Xxxxxx, his wife Aztec Pipe Line Company ROW 5/27/1960 6/20/1960 76 / 13 New Mexico Cxxxxx Xxxxx I. Xxxxxxx and Bxxxxx Xxxxxxx, his wife Aztec Pipe Line Company ROW 5/25/1960 6/20/1960 76 / 15 New Mexico Cxxxxx Xxxxxx W. Xxxxxx Aztec Pipe Line Company ROW 6/11/1960 7/14/1960 76 / 229 New Mexico Cxxxxx Xxxxxx D. Xxxxxxxxxx, a single man, et al Aztec Pipe Line Company ROW 5/26/1960 6/29/1960 76 / 51 New Mexico Cxxxxx Xxxxxxxx Rxx Xxxx and Cxxxx Xxxx Xxxx, his wife Aztec Pipe Line Company ROW 5/28/1960 6/20/1960 76 / 31 New Mexico Cxxxxx Xxxxxxxx L. Xxxxxx and Bxxxxx Xxxxxx, his wife Aztec Pipe Line Company ROW 6/28/1960 8/2/1960 76 / 386 New Mexico Cxxxxx Xxxxxxx M. Xxxx Navajo Refining Company ROW 1/7/1991 1/22/1991 98 / 447 New Mexico Cxxxxx Xxxx W. Xxxxxxxx and Axxxxxxx Xxxxxxxx, his wife Aztec Pipe Line Company ROW 5/30/1960 6/20/1960 76 / 43 New Mexico Cxxxxx Xxxxxxxx Bxxxxx Xxxxxx and Fxx Xxxxxx XxXxxxx Aztec Pipe Line Company ROW 6/6/1960 7/6/1960 76 / 172 State County Grantor Grantee Type Date Date Book / Page New Mexico Cxxxxx Exxxx Xxxxxx, Executor Aztec Pipe Line Company ROW 6/1/1960 6/20/1960 76 / 19 New Mexico Cxxxxx Xxxx Axxxx Xxxxxxx and Jxxxx X. Xxxxxxx, his wife Aztec Pipe Line Company ROW 6/8/1960 7/6/1960 76 / 178 New Mexico Cxxxxx Xxxxxxx Xxxx, et al Aztec Pipe Line Company ROW 5/31/1960 6/20/1960 76 / 3 New Mexico Cxxxxx L.X. Xxxxxxx and Exxxxxxxx Xxxxxxx, his wife et al Aztec Pipe Line Company ROW 6/1/1960 6/20/1960 76 / 11 New Mexico Cxxxxx City of Roswell, a municipal coporation Navajo Refining Company ROW 10/12/1990 10/15/1990 92 / 944 New Mexico Cxxxxx City of Roswell, a municipal corporation Navajo Refining Co., Inc. Permit 3/14/1996 Industrial Air Center New Mexico Cxxxxx Xxxxx S. & Fxxx Xxxxxx Navajo Refining Company ROW 10/9/1990 10/15/1990 92 / 946 • A four-inch, 36 mile line running from Artesia, Eddy County, New Mexico, along with to Roswell, Cxxxxx County, New Mexico; • the following three tanks, all of which are located in Roswell, Cxxxxx County, New Mexico: • Tank 1216; • Tank 1218; and • Tank 1219. None. To the extent assignable, all permits, licenses, certificates, authorizations, registrations, orders, waivers, variances and approvals now or hereafter granted by any and all connection facilities, including Governmental Entity to Grantor or its predecessors in interest pertaining solely to the Enterprise/MAPL connection, field booster pump stations, spare parts, pipes, valves, motors and miscellaneous equipment directly associated with the 8" inch and 10" feedstock pipelines. ATTACHMENT 1 FORM OF SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT After recording, return to: Xxxxxx & Xxxxxx L.L.P. 0000 Xxxx Xxxxxx, Suite 3700 Dallas, Texas 75201 Attention: Xxxx X. Xxxxxxxx, Xx. SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT This Subordination, Non-Disturbance and Attornment Agreement (this "AGREEMENT") is executed as of July __, 2005, among Union Bank of California, N.A., in its capacity as administrative agent (ownership or any assignee of or successor to such administrative agent) under the Credit Agreement (as defined below) and on behalf operation of the Credit Parties (as defined below) ("ADMINISTRATIVE AGENT"), and Xxxxx Corporation, a Delaware corporation ("XXXXX")Pipelines.