CVR REFINING, LLC COFFEYVILLE FINANCE INC. 6.500% Second Lien Senior Secured Notes due 2022 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 29th, 2012 • CVR Energy Inc • Petroleum refining • New York
CHECK HERE IF YOU ARE A BROKER-DEALER AND WISH TO RECEIVE 10 ADDITIONAL COPIES OF THE PROSPECTUS AND 10 COPIES OF ANY AMENDMENTS OR SUPPLEMENTS THERETO.
CREDIT AGREEMENT by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, as Agent, THE LENDERS THAT ARE PARTIES HERETO, as the Lenders, CVR PARTNERS, LP, EAST DUBUQUE NITROGEN FERTILIZERS, LLC, CVR NITROGEN HOLDINGS, LLC, COFFEYVILLE RESOURCES NITROGEN...Credit Agreement • October 4th, 2021 • CVR Energy Inc • Petroleum refining • Texas
THIS CREDIT AGREEMENT, is entered into as of September 30, 2021 by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”), CVR PARTNERS, LP, a Delaware limited partnership (“Parent”), EAST DUBUQUE NITROGEN FERTILIZERS LLC, a Delaware limited liability company (“East Dubuque”), CVR NITROGEN HOLDINGS, LLC, a Delaware limited liability company (“CVR Nitrogen Holdings”), COFFEYVILLE RESOURCES NITROGEN FERTILIZERS, LLC, a Delaware limited liability company (“Coffeyville Resources”), CVR NITROGEN, LP, a Delaware limited partnership (“CVR Nitrogen”; together with Parent, East Dub
CVR ENERGY, INC. AND EACH OF THE GUARANTORS PARTY HERETO 8.500% SENIOR NOTES DUE 2029 INDENTURE Dated as of December 21, 2023 U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as TrusteeIndenture • December 21st, 2023 • CVR Energy Inc • Petroleum refining • New York
INDENTURE dated as of December 21, 2023 among CVR ENERGY, INC., a Delaware corporation (the “Company”), the Guarantors (as defined herein) and U.S. Bank Trust Company, National Association, as trustee.
THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 6th, 2012 • CVR Energy Inc • Petroleum refining • Kansas
THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated as of July 27, 2012 (the “Employment Agreement”), by and between CVR ENERGY, INC., a Delaware corporation (the “Company”), and SUSAN M. BALL (the “Executive”).
GUARANTY AND SECURITY AGREEMENTGuaranty and Security Agreement • October 4th, 2021 • CVR Energy Inc • Petroleum refining • Texas
This GUARANTY AND SECURITY AGREEMENT (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of September 30, 2021, by and among the Persons listed on the signature pages hereof as “Grantors” and those additional entities that hereafter become parties hereto by executing the form of Joinder attached hereto as Annex 1 (each, a “Grantor” and collectively, the “Grantors”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Wells Fargo”), in its capacity as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”).
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR REFINING, LPLimited Partnership Agreement • January 29th, 2013 • CVR Energy Inc • Petroleum refining • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR REFINING, LP, dated as of January 23, 2013, is entered into by and among CVR Refining GP, LLC, a Delaware limited liability company, as the General Partner, and CVR Refining Holdings, LLC, a Delaware limited liability company, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
CVR PARTNERS, LP LONG-TERM INCENTIVE PLAN EMPLOYEE PHANTOM UNIT AGREEMENTEmployee Phantom Unit Agreement • February 23rd, 2022 • CVR Energy Inc • Petroleum refining • New York
THIS AGREEMENT (this “Agreement”), made as of the [] day of [], 20[] (the “Grant Date”), between CVR Partners, LP, a Delaware limited partnership (the “Partnership”), and the individual grantee designated on the signature page hereof (the “Grantee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 13th, 2009 • CVR Energy Inc • Petroleum refining • Delaware
This Indemnification Agreement (“Agreement”) is made effective as of January 1, 2009, by and between CVR Energy, Inc., a Delaware corporation (“Company”), and the individual designated on the signature page to this Agreement (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 7th, 2009 • CVR Energy Inc • Petroleum refining • Texas
This EMPLOYMENT AGREEMENT (this “Employment Agreement”), dated April 1, 2009 is entered into by and between CVR ENERGY, INC., a Delaware corporation (the “Company”), and EDWARD A. MORGAN (the “Executive”).
SECOND AMENDED AND RESTATED SERVICES AGREEMENTServices Agreement • August 3rd, 2012 • CVR Energy Inc • Petroleum refining • Kansas
This Second Amended and Restated Services Agreement (this “Agreement”) is entered into as of the 4th day of May, 2012, by and among CVR Partners, LP, a Delaware limited partnership (“MLP”), CVR GP, LLC, a Delaware limited liability company (“GP”), and CVR Energy, Inc., a Delaware corporation (“CVR”, and collectively with MLP and GP, the “Parties” and each, a “Party”).
12,000,000 Common Units CVR Refining, LP Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • May 20th, 2013 • CVR Energy Inc • Petroleum refining • New York
Third Amended and Restated Employment AgreementEmployment Agreement • February 26th, 2014 • CVR Energy Inc • Petroleum refining
This AMENDMENT to the Third Amended and Restated Employment Agreement by and between CVR Energy, Inc., a Delaware corporation (the “Company”), and Robert W. Haugen (the “Executive” and, together with the Company, the “Parties”) dated as of January 1, 2011 (the “Employment Agreement”), is entered into by and between the Parties as of December 31, 2013 (the “Amendment”).
CVR Energy, Inc. Common Stock, Par Value $0.01 Per Share Form of Secondary Stockholder Underwriting AgreementUnderwriting Agreement • April 12th, 2010 • CVR Energy Inc • Petroleum refining • New York
[Name of Selling Stockholder], a Delaware limited liability company (the “Selling Stockholder”), proposes, subject to the terms and conditions stated herein, to sell to ___(the “Underwriter”), and the Underwriter elects to purchase, an aggregate of ___shares (the “Shares”) of common stock, par value $0.01 (“Stock”), of CVR Energy, Inc., a Delaware corporation (the “Company”).
2- (a) Additional Definitions. As used herein, the term “Amendment No. 3” shall mean Amendment No. 3 to Amended and Restated ABL Credit Agreement, dated June 30, 2022, by and among Agent, Lenders, Borrowers and Guarantors, as the same now exists or...Abl Credit Agreement • July 1st, 2022 • CVR Energy Inc • Petroleum refining • New York
Form of First Amended and Restated Agreement of Limited Partnership] FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LPLimited Partnership Agreement • September 7th, 2007 • CVR Energy Inc • Petroleum refining • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LP dated as of , 2007, is entered into by and among CVR GP, LLC, a Delaware limited liability company, as the Managing General Partner, CVR Special GP, LLC, a Delaware limited liability company, as the Special General Partner and Coffeyville Resources, LLC, a Delaware limited liability company, as the Organizational Limited Partner, together with any other Persons who become Partners in the Partnership or parties hereto as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:
CVR Partners, LP 19,200,000 Common Units Representing Limited Partner Interests Underwriting AgreementUnderwriting Agreement • April 13th, 2011 • CVR Energy Inc • Petroleum refining • New York
Morgan Stanley & Co. Incorporated Barclays Capital Inc. Goldman, Sachs & Co. As representatives of the several Underwriters named in Schedule I hereto, c/o Morgan Stanley & Co. Incorporated 1585 Broadway New York, New York 10036
CVR ENERGY, INC. INCENTIVE UNIT AGREEMENT - EXECUTIVEIncentive Unit Agreement • February 23rd, 2022 • CVR Energy Inc • Petroleum refining • New York
THIS INCENTIVE UNIT AGREEMENT (this “Agreement”) is made as of the [ ] day of [ ] (the “Grant Date”), between CVR Energy, Inc., a Delaware corporation (the “Company”) (NYSE: CVI), on behalf of the employing entity of the Grantee, and the individual grantee designated on the signature page hereof (the “Grantee”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 12th, 2007 • CVR Energy Inc • Petroleum refining • Kansas
EMPLOYMENT AGREEMENT, dated as of July 12, 2005 (the “Employment Agreement”), by and between Coffeyville Resources, LLC, a Delaware limited liability company (the “Company”), and Robert W. Haugen (the “Executive”).
AMENDED AND RESTATED FEEDSTOCK AND SHARED SERVICES AGREEMENTFeedstock and Shared Services Agreement • May 23rd, 2011 • CVR Energy Inc • Petroleum refining • Kansas
THIS AMENDED AND RESTATED FEEDSTOCK AND SHARED SERVICES AGREEMENT is entered into and effective as of the 13th day of April, 2011, by and between Coffeyville Resources Refining & Marketing, LLC, a Delaware limited liability company (“Refinery Company”), and Coffeyville Resources Nitrogen Fertilizers, LLC, a Delaware limited liability company (“Fertilizer Company”).
FOURTH AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • February 26th, 2014 • CVR Energy Inc • Petroleum refining • Texas
FOURTH AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated as of December 19, 2013 (the "Employment Agreement"), by and between CVR ENERGY, INC., a Delaware corporation (the "Company"), and JOHN J. LIPINSKI (the "Executive").
CVR PARTNERS, LP LONG-TERM INCENTIVE PLAN EMPLOYEE PHANTOM UNIT AGREEMENTEmployee Phantom Unit Agreement • February 20th, 2015 • CVR Energy Inc • Petroleum refining • New York
THIS AGREEMENT (this “Agreement”), made as of the 26th day of December, 2014 (the “Grant Date”), between CVR Partners, LP, a Delaware limited partnership (the “Partnership”), and the individual grantee designated on the signature page hereof (the “Grantee”).
RETENTION, SEVERANCE, AND RELEASE AGREEMENTRetention, Severance, and Release Agreement • July 26th, 2018 • CVR Energy Inc • Petroleum refining • Kansas
This Retention, Severance, and Release Agreement ("Agreement") is made and entered into by and among CVR Energy, Inc. (referred to as "Company", "we" or "us") and John R. Walter ("you" or "your").
CVR ENERGY, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights Agent RIGHTS AGREEMENT Dated January 13, 2012Rights Agreement • January 17th, 2012 • CVR Energy Inc • Petroleum refining • Delaware
RIGHTS AGREEMENT (this “Rights Agreement”), dated January 13, 2012, between CVR Energy, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Rights Agent”).
AMENDMENT TO AMENDED AND RESTATED FEEDSTOCK AND SHARED SERVICES AGREEMENTFeedstock and Shared Services Agreement • February 26th, 2014 • CVR Energy Inc • Petroleum refining
THIS AMENDMENT TO AMENDED AND RESTATED FEEDSTOCK AND SHARED SERVICES AGREEMENT (this "Amendment") is entered into as of December 30, 2013 by Coffeyville Resources Refining & Marketing, LLC, a Delaware limited liability company ("Refinery Company"), and Coffeyville Resources Nitrogen Fertilizers, LLC, a Delaware limited liability company ("Fertilizer Company").
FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF COFFEYVILLE ACQUISITION II LLCLimited Liability Company Agreement • December 6th, 2007 • CVR Energy Inc • Petroleum refining • Delaware
This First Amended and Restated Limited Liability Company Agreement of Coffeyville Acquisition II LLC (the “Company”) is dated as of October 16, 2007, among the entities listed under the heading “GSCP Members” on Schedule A hereto (each, a “GSCP Member” and, collectively, the “Investor Members”), the individuals listed under the heading “Management Members” on Schedule A hereto (each a “Management Member” and collectively, the “Management Members,” which term shall also include such other management employees of the Company who become members of the Company and are designated “Management Members” after the date hereof in accordance with Section 3.6 of this Agreement) and the Persons listed under the heading “Outside Members” on Schedule A hereto (each an “Outside Member” and together with any Persons who become members of the Company and are designated “Outside Members” after the date hereof in accordance with Section 3.6 of this Agreement, the “Outside Members”. The Management Members
AMENDED AND RESTATED ON-SITE PRODUCT SUPPLY AGREEMENT BETWEEN THE BOC GROUP, INC. AND COFFEYVILLE RESOURCES NITROGEN FERTILIZERS, LLC DATED AS OF June 1, 2005On-Site Product Supply Agreement • April 18th, 2007 • CVR Energy Inc • Petroleum refining • Kansas
THIS AMENDED AND RESTATED ON-SITE PRODUCT SUPPLY AGREEMENT (“Agreement”), made and effective as of the 1st day of June, 2005, by and between THE BOC GROUP, INC., a Delaware corporation, acting by and through its BOC Gases Division (“BOC”), COFFEYVILLE RESOURCES NITROGEN FERTILIZERS, LLC, a Delaware limited liability company (“Coffeyville Resources”).
AMENDED AND RESTATED OMNIBUS AGREEMENT among CVR ENERGY, INC. CVR GP, LLC and CVR PARTNERS, LPOmnibus Agreement • May 23rd, 2011 • CVR Energy Inc • Petroleum refining
THIS AMENDED AND RESTATED OMNIBUS AGREEMENT (this “Agreement”) is entered into as of April 13, 2011, and effective as of the Closing Date (as defined herein), and is by and among CVR Energy, Inc., a Delaware corporation (“CVR”), CVR GP, LLC, a Delaware limited liability company (the “General Partner”), and CVR Partners, LP, a Delaware limited partnership (the “Partnership”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
PORTIONS OF THIS AGREEMENT DENOTED WITH THREE ASTERISKS (***) HAVE BEEN OMITTED AND WILL BE SUBJECT TO A REQUEST FOR CONFIDENTIAL TREATMENT WITH THE SECURITIES AND EXCHANGE COMMISSION Amended and Restated Crude Oil Supply Agreement Between Vitol Inc....Crude Oil Supply Agreement • November 6th, 2012 • CVR Energy Inc • Petroleum refining • New York
This Amended and Restated Crude Oil Supply Agreement (“Agreement”) is entered into effective as of August 31, 2012, between Vitol Inc., a company incorporated under the laws of Delaware (“Vitol”), and Coffeyville Resources Refining & Marketing, LLC, a limited liability company formed under the laws of Delaware (“Coffeyville”) (Vitol and Coffeyville are each referred to individually herein as a “Party” or collectively as “Parties”).
LICENSE AGREEMENT FOR USE OF THE TEXACO GASIFICATION PROCESS, TEXACO HYDROGEN GENERATION PROCESS, AND TEXACO GASIFICATION POWER SYSTEMSLicense Agreement • April 18th, 2007 • CVR Energy Inc • Petroleum refining • New York
THIS AGREEMENT, effective as of the 30th day of May, 1997 (“Effective Date”), by and between TEXACO DEVELOPMENT CORPORATION, a subsidiary of Texaco Inc., hereinafter referred to as “TEXACO DEVELOPMENT,” and FARMLAND INDUSTRIES, INC., hereinafter referred to as “LICENSEE”,
CREDIT AGREEMENT dated as of January 29, 2019, among CVR ENERGY, INC., as Borrower, JEFFERIES FINANCE LLC, as Administrative Agent, Collateral Agent and Sole Lead Arranger, and THE LENDERS NAMED HEREIN as LendersCredit Agreement • January 29th, 2019 • CVR Energy Inc • Petroleum refining • New York
This Credit Agreement dated as of January 29, 2019, is among CVR Energy, Inc., a Delaware corporation (“Borrower”), the lenders party hereto from time to time (the “Lenders”), and Jefferies Finance LLC, as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent (in such capacity, the “Collateral Agent”) for such Lenders.
AMENDMENT TO FOURTH AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • February 20th, 2015 • CVR Energy Inc • Petroleum refining
This AMENDMENT TO FOURTH AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of March 17, 2014, by and between CVR ENERGY, INC., a Delaware corporation (the “Company”) and JOHN J. LIPINSKI (the “Executive”).
SUBSCRIPTION AGREEMENTSubscription Agreement • December 6th, 2007 • CVR Energy Inc • Petroleum refining • Delaware
SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of October16, 2007, by and among CVR Energy Inc., a Delaware corporation (the “Employer”), and John J. Lipinski (“Employee”).
CVR ENERGY, INC. INCENTIVE UNIT AGREEMENTIncentive Unit Agreement • February 20th, 2015 • CVR Energy Inc • Petroleum refining • New York
THIS AGREEMENT (this “Agreement”) is made as of December 1, 2014 (the “Grant Date”), between CVR Energy, Inc., a Delaware corporation (the “Company”), and the individual grantee designated on the signature page hereof (the “Grantee”).
AMENDMENT TO PERFORMANCE UNIT AGREEMENTPerformance Unit Agreement • October 25th, 2018 • CVR Energy Inc • Petroleum refining
This AMENDMENT TO PERFORMANCE UNIT AGREEMENT (this “Amendment”) is made and entered into as of September 17, 2018, by and between CVR Energy, Inc., a Delaware corporation (the “Company”) and David L. Lamp (the “Grantee”).
AMENDED AND RESTATED CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENTContribution, Conveyance and Assumption Agreement • May 23rd, 2011 • CVR Energy Inc • Petroleum refining
This Amended and Restated Contribution, Conveyance and Assumption Agreement, dated as of April 7, 2011, is entered into by and among COFFEYVILLE RESOURCES, LLC, a Delaware limited liability company (“Coffeyville Resources”), CVR GP, LLC, a Delaware limited liability company (the “Managing General Partner”), COFFEYVILLE ACQUISITION III LLC, a Delaware limited liability company (“C/A III”), CVR Special GP LLC, a Delaware limited liability company (the “Special General Partner”) and CVR PARTNERS, LP, a Delaware limited partnership (the “Partnership”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.” Capitalized terms used herein shall have the meanings assigned to such terms in Section 1.1.
