0001193125-13-006060 Sample Contracts

Common Units CVR Refining, LP Common Units Representing Limited Partner Interests FORM OF UNDERWRITING AGREEMENT

Underwriting Agreement • January 8th, 2013 • CVR Refining, LP • Petroleum refining • New York

• Contract Type
  Underwriting Agreement
• Filed
  January 8th, 2013
• Company
  CVR Refining, LP
• Industry
  Petroleum refining
• Jurisdiction
  New York

FORM OF REORGANIZATION AGREEMENT BY AND AMONG CVR REFINING GP, LLC CVR REFINING HOLDINGS, LLC CVR REFINING HOLDINGS SUB, LLC AND CVR REFINING, LP DATED AS OF [—], 2013

Reorganization Agreement • January 8th, 2013 • CVR Refining, LP • Petroleum refining • Delaware

• Contract Type
  Reorganization Agreement
• Filed
  January 8th, 2013
• Company
  CVR Refining, LP
• Industry
  Petroleum refining
• Jurisdiction
  Delaware

This Reorganization Agreement, dated as of [—], 2013 (this “Agreement”), is entered into by and among CVR Refining GP, LLC, a Delaware limited liability company (“CVR Refining GP”); CVR Refining Holdings, LLC, a Delaware limited liability company (“CVR Refining Holdings”), CVR Refining Holdings Sub, LLC a Delaware limited liability company and a wholly owned subsidiary of CVR Refining Holdings (“Refining Holdings Sub”) and CVR Refining, LP, a Delaware limited partnership (the “Partnership”). The above named entities are sometimes referred to herein as a “Party” and collectively as the “Parties.”

CONTRIBUTION AGREEMENT BY AND AMONG CVR REFINING HOLDINGS, LLC CVR REFINING HOLDINGS SUB, LLC AND CVR REFINING, LP DATED AS OF DECEMBER 31, 2012

Contribution Agreement • January 8th, 2013 • CVR Refining, LP • Petroleum refining • Delaware

• Contract Type
  Contribution Agreement
• Filed
  January 8th, 2013
• Company
  CVR Refining, LP
• Industry
  Petroleum refining
• Jurisdiction
  Delaware

This Contribution Agreement, dated as of December 31, 2012 (this “Agreement”), is entered into by and among CVR Refining Holdings, LLC, a Delaware limited liability company (“CVR Refining Holdings”), CVR Refining Holdings Sub, LLC a Delaware limited liability company and a wholly owned subsidiary of CVR Refining Holdings (“Holdings Sub”) and CVR Refining, LP, a Delaware limited partnership (the “Partnership”). The above named entities are sometimes referred to herein as a “Party” and collectively as the “Parties.”