Common use of ACKNOWLEDGED AND AGREED TO BY Clause in Contracts

ACKNOWLEDGED AND AGREED TO BY. BARCLAYS BANK DELAWARE, for itself, as Servicer and as a Repurchase Party By: _____________________ Name: Title: BARCLAYS DRYROCK FUNDING LLC, as Transferor and as a Repurchase Party, By: _____________________ Name: Title: [Signature Page to Series [•] Indenture Supplement] EXHIBIT A-1 FORM OF CLASS A SERIES [•] [FLOATING][FIXED] RATE ASSET BACKED NOTE UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS 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. THE HOLDER OF THIS CLASS A NOTE BY ITS ACCEPTANCE HEREOF COVENANTS AND AGREES THAT IT WILL NOT AT ANY TIME INSTITUTE AGAINST THE ISSUER OR THE TRANSFEROR, OR JOIN IN INSTITUTING AGAINST THE ISSUER OR THE TRANSFEROR, ANY BANKRUPTCY, REORGANIZATION, ARRANGEMENT, INSOLVENCY OR LIQUIDATION PROCEEDINGS, OR OTHER PROCEEDINGS UNDER ANY UNITED STATES FEDERAL OR STATE BANKRUPTCY OR SIMILAR LAW. THE HOLDER OF THIS CLASS A NOTE, BY ACCEPTANCE OF THIS NOTE, AND EACH HOLDER OF A BENEFICIAL INTEREST THEREIN, AGREE TO TREAT THE CLASS A NOTES AS INDEBTEDNESS OF THE ISSUER FOR APPLICABLE FEDERAL, STATE, AND LOCAL INCOME AND FRANCHISE TAX LAW AND FOR PURPOSES OF ANY OTHER TAX IMPOSED ON, OR MEASURED BY, INCOME. BY ITS ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST THEREIN), EACH HOLDER SHALL BE DEEMED TO REPRESENT, WARRANT AND COVENANT (ON THE DATE OF ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST HEREIN) AND THROUGHOUT THE PERIOD OF HOLDING THIS CLASS A NOTE (OR ANY INTEREST HEREIN) THAT EITHER (I) IT IS NOT ACQUIRING THIS CLASS A NOTE (OR INTEREST HEREIN) WITH THE ASSETS OF AN “EMPLOYEE BENEFIT PLAN” AS DEFINED IN SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”) THAT IS SUBJECT TO THE PROVISIONS OF TITLE I OF ERISA, (II) A “PLAN” DESCRIBED IN AND SUBJECT TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”), OR (III) AN ENTITY WHOSE UNDERLYING ASSETS INCLUDE “PLAN ASSETS” BY REASON OF AN EMPLOYEE BENEFIT PLAN’S OR PLAN’S INVESTMENT IN THE ENTITY OR A GOVERNMENTAL, NON-U.S. OR CHURCH PLAN THAT IS SUBJECT TO STATE, LOCAL OR OTHER LAWS THAT IS SIMILAR TO SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE (“SIMILAR LAW”); OR (II)(A) THIS CLASS A NOTE IS RATED AT LEAST INVESTMENT GRADE OR ITS EQUIVALENT BY A NATIONALLY RECOGNIZED STATISTICAL RATING ORGANIZATION AT THE TIME OF PURCHASE OF TRANSFER, AND (B) THE ACQUISITION, HOLDING AND DISPOSITION OF THIS CLASS A NOTE WILL NOT GIVE RISE TO A NONEXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE OR A VIOLATION OF SIMILAR LAW. NO CLASS A NOTE HOLDER WILL BE PERMITTED TO TRANSFER THIS CLASS A NOTE TO ANY PERSON OR ENTITY, UNLESS SUCH PERSON OR ENTITY CAN ITSELF TRUTHFULLY MAKE THE FOREGOING REPRESENTATIONS AND COVENANTS AS PRESENTED IN THIS PARAGRAPH. INITIAL DOLLAR PRINCIPAL AMOUNT REGISTERED $[•]113 No. R-[•] CUSIP NO. [•] BARCLAYS DRYROCK ISSUANCE TRUST CLASS A SERIES [•] [FIXED/FLOATING RATE] ASSET BACKED NOTE Barclays Dryrock Issuance Trust (herein referred to as the “Issuer” or the “Trust”), a Delaware statutory trust governed by the Second Amended and Restated Trust Agreement, dated as of August 1, 2012, as amended and restated as of December 17, 2013,2013 and as amended by the first amendment thereto, dated as of July 6, 2015, for value received, hereby promises to pay to CEDE & CO., or registered assigns, subject to the following provisions, a principal sum of $[•] payable on the [MONTH] [DAY] 2017 Payment Date (the “Expected Final Payment Date”) in accordance with the Indenture, except as otherwise provided below; provided, however, that the principal amount of this Note shall be due and payable on the [MONTH] [DAY] Payment Date (the “Legal Maturity Date”) in accordance with the Indenture. The Issuer will pay interest on the unpaid principal amount of this Note at the Class A Note Interest Rate on each Payment Date until the principal amount of this Note is paid in full. Interest on this Note will accrue for each Payment Date from and including the most recent Payment Date on which interest has been paid to but excluding such Payment Date or, for the initial Payment Date, from and including the Closing Date to but excluding such Payment Date. Interest will be computed on the basis of a 360-day year [and the actual number of days elapsed in each interest period][consisting of twelve 30 day months]. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof. The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal balance of this Note. Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note. Unless the certificate of authentication hereon has been executed by or on behalf of the Indenture Trustee, by manual signature, this Note shall not be entitled to any benefit under the 113 Denominations of $100,000 and increments of $1,000 in excess thereof. Indenture or the Indenture Supplement referred to on the reverse hereof, or be valid for any purpose.

ACKNOWLEDGED AND AGREED TO BY. BARCLAYS BANK DELAWAREDELTA EXPLORATION COMPANY, for itselfINC., a Colorado corporation By: /s/ Kxxxx X. Xxxxx, Kxxxx X. Xxxxx, Chief Financial Officer PIPER PETROLEUM COMPANY, a Colorado corporation By: /s/ Kxxxx X. Xxxxx, Kxxxx X. Xxxxx, Chief Executive Officer SIGNATURE PAGE TO SEVENTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO ADMINISTRATIVE AGENT: JPMORGAN CHASE BANK, N.A., as Servicer and as a Repurchase Party Administrative Agent By: _____________________ Name/s/ J. Sxxxx Xxxxxx, J. Sxxxx Xxxxxx, Senior Vice President BANKS: Title: BARCLAYS DRYROCK FUNDING LLCJPMORGAN CHASE BANK, as Transferor and as a Repurchase Party, N.A. By: _____________________ Name: Title: [Signature Page to Series [•] Indenture Supplement] EXHIBIT A-1 FORM OF CLASS A SERIES [•] [FLOATING][FIXED] RATE ASSET BACKED NOTE UNLESS THIS NOTE IS PRESENTED /s/ J. Sxxxx Xxxxxx, J. Sxxxx Xxxxxx, Senior Vice President SIGNATURE PAGE TO SEVENTH AMENDMENT TO CREDIT AGREEMENT BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS 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. THE HOLDER OF THIS CLASS A NOTE BY ITS ACCEPTANCE HEREOF COVENANTS AND AGREES THAT IT WILL NOT AT ANY TIME INSTITUTE AGAINST THE ISSUER OR THE TRANSFEROR, OR JOIN IN INSTITUTING AGAINST THE ISSUER OR THE TRANSFEROR, ANY BANKRUPTCY, REORGANIZATION, ARRANGEMENT, INSOLVENCY OR LIQUIDATION PROCEEDINGS, OR OTHER PROCEEDINGS UNDER ANY UNITED STATES FEDERAL OR STATE BANKRUPTCY OR SIMILAR LAW. THE HOLDER OF THIS CLASS A NOTE, BY ACCEPTANCE OF THIS NOTE, AND EACH HOLDER OF A BENEFICIAL INTEREST THEREIN, AGREE TO TREAT THE CLASS A NOTES AS INDEBTEDNESS OF THE ISSUER FOR APPLICABLE FEDERAL, STATE, AND LOCAL INCOME AND FRANCHISE TAX LAW AND FOR PURPOSES OF ANY OTHER TAX IMPOSED ON, OR MEASURED BY, INCOME. BY ITS ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST THEREIN), EACH HOLDER SHALL BE DEEMED TO REPRESENT, WARRANT AND COVENANT (ON THE DATE OF ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST HEREIN) AND THROUGHOUT THE PERIOD OF HOLDING THIS CLASS A NOTE (OR ANY INTEREST HEREIN) THAT EITHER (I) IT IS NOT ACQUIRING THIS CLASS A NOTE (OR INTEREST HEREIN) WITH THE ASSETS OF AN “EMPLOYEE BENEFIT PLAN” AS DEFINED IN SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974AMONG DELTA PETROLEUM CORPORATION, AS AMENDED (“ERISA”) THAT IS SUBJECT TO THE PROVISIONS OF TITLE I OF ERISABORROWER, (II) A “PLAN” DESCRIBED IN AND SUBJECT TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986JPMORGAN CHASE BANK, N.A., AS AMENDED ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO BANK OF OKLAHOMA, N.A. By: /s/ Axxxx Rheem, Axxxx Rheem, Vice President SIGNATURE PAGE TO SEVENTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO U.S. BANK NATIONAL ASSOCIATION By: /s/ Kxxxxxx X. Xxxxxx, Kxxxxxx X. Xxxxxx, Vice President SIGNATURE PAGE TO SEVENTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO CAPITAL ONE BANK N.A. (formerly Hibernia National Bank) By: /s/ Nxxxx X. Xxxxxxx, Nxxxx X. Xxxxxxx, Senior Vice President SIGNATURE PAGE TO SEVENTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE “CODE”)BANKS PARTY THERETO COMERICA BANK Rxxxxxx X. Xxxxxx for Mxxxxxx By: /s/ Rxxxxxx X. Xxxxxx Mxxxxxx X. Purchase, OR (III) AN ENTITY WHOSE UNDERLYING ASSETS INCLUDE “PLAN ASSETS” Vice President SIGNATURE PAGE TO SEVENTH AMENDMENT TO CREDIT AGREEMENT BY REASON AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO BANK OF AN EMPLOYEE BENEFIT PLAN’S OR PLAN’S INVESTMENT IN THE ENTITY OR A GOVERNMENTALSCOTLAND By: /s/ Kxxxx Xxxxx Kxxxx Xxxxx, NON-U.S. OR CHURCH PLAN THAT IS SUBJECT TO STATE, LOCAL OR OTHER LAWS THAT IS SIMILAR TO SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE (“SIMILAR LAW”); OR (II)(A) THIS CLASS A NOTE IS RATED AT LEAST INVESTMENT GRADE OR ITS EQUIVALENT BY A NATIONALLY RECOGNIZED STATISTICAL RATING ORGANIZATION AT THE TIME OF PURCHASE OF TRANSFER, AND (B) THE ACQUISITION, HOLDING AND DISPOSITION OF THIS CLASS A NOTE WILL NOT GIVE RISE TO A NONEXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE OR A VIOLATION OF SIMILAR LAW. NO CLASS A NOTE HOLDER WILL BE PERMITTED TO TRANSFER THIS CLASS A NOTE TO ANY PERSON OR ENTITY, UNLESS SUCH PERSON OR ENTITY CAN ITSELF TRUTHFULLY MAKE THE FOREGOING REPRESENTATIONS AND COVENANTS AS PRESENTED IN THIS PARAGRAPH. INITIAL DOLLAR PRINCIPAL AMOUNT REGISTERED $[•]113 No. R-[•] CUSIP NO. [•] BARCLAYS DRYROCK ISSUANCE TRUST CLASS A SERIES [•] [FIXED/FLOATING RATE] ASSET BACKED NOTE Barclays Dryrock Issuance Trust (herein referred to as the “Issuer” or the “Trust”), a Delaware statutory trust governed by the Second Amended and Restated Trust Agreement, dated as of August 1, 2012, as amended and restated as of December 17, 2013,2013 and as amended by the first amendment thereto, dated as of July 6, 2015, for value received, hereby promises to pay to CEDE & CO., or registered assigns, subject to the following provisions, a principal sum of $[•] payable on the [MONTH] [DAY] 2017 Payment Date (the “Expected Final Payment Date”) in accordance with the Indenture, except as otherwise provided below; provided, however, that the principal amount of this Note shall be due and payable on the [MONTH] [DAY] Payment Date (the “Legal Maturity Date”) in accordance with the Indenture. The Issuer will pay interest on the unpaid principal amount of this Note at the Class A Note Interest Rate on each Payment Date until the principal amount of this Note is paid in full. Interest on this Note will accrue for each Payment Date from and including the most recent Payment Date on which interest has been paid to but excluding such Payment Date or, for the initial Payment Date, from and including the Closing Date to but excluding such Payment Date. Interest will be computed on the basis of a 360-day year [and the actual number of days elapsed in each interest period][consisting of twelve 30 day months]. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof. The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal balance of this Note. Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note. Unless the certificate of authentication hereon has been executed by or on behalf of the Indenture Trustee, by manual signature, this Note shall not be entitled to any benefit under the 113 Denominations of $100,000 and increments of $1,000 in excess thereof. Indenture or the Indenture Supplement referred to on the reverse hereof, or be valid for any purpose.Assistant Vice President

ACKNOWLEDGED AND AGREED TO BY. BARCLAYS BANK DELAWARESOUTHCROSS ENERGY OPERATING, for itselfLLC SOUTHCROSS ENERGY LP LLC SOUTHCROSS ENERGY GP LLC SOUTHCROSS DELTA PIPELINE LLC SOUTHCROSS PROCESSING LLC SOUTHCROSS ALABAMA PIPELINE LLC SOUTHCROSS NUECES PIPELINES LLC SOUTHCROSS ENERGY FINANCE CORP. FL RICH GAS SERVICES GP, as Servicer and as a Repurchase Party LLC By: _____________________ Name/s/ Xxxx X. Xxxxx Xxxx X. Xxxxx Senior Vice President and Chief Financial Officer SIGNATURE PAGE WAIVER AND FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, L.P. SOUTHCROSS CCNG GATHERING LTD. SOUTHCROSS CCNG TRANSMISSION LTD. SOUTHCROSS GULF COAST TRANSMISSION LTD. SOUTHCROSS MISSISSIPPI PIPELINE, L.P. SOUTHCROSS MISSISSIPPI GATHERING, L.P. SOUTHCROSS MIDSTREAM SERVICES, L.P. SOUTHCROSS MARKETING COMPANY LTD. SOUTHCROSS NGL PIPELINE LTD. SOUTHCROSS GATHERING LTD. SOUTHCROSS MISSISSIPPI INDUSTRIAL GAS SALES, L.P. By: Title: BARCLAYS DRYROCK FUNDING Southcross Energy GP LLC, as Transferor general partner By: /s/ Xxxx X. Xxxxx Xxxx X. Xxxxx Senior Vice President and Chief Financial Officer FL RICH GAS SERVICES, LP By: FL Rich Gas Services GP, LLC, its general partner By: /s/ Xxxx X. Xxxxx Xxxx X. Xxxxx Senior Vice President and Chief Financial Officer SIGNATURE PAGE WAIVER AND FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, L.P. FL RICH GAS UTILITY GP, LLC By: /s/ Xxxx X. Xxxxx Xxxx X. Xxxxx Senior Vice President and Chief Financial Officer FL RICH GAS UTILITY, LP TEXSTAR TRANSMISSION, LP By: FL Rich Gas Utility GP, LLC, its general partner By: /s/ Xxxx X. Xxxxx Xxxx X. Xxxxx Senior Vice President and Chief Financial Officer SIGNATURE PAGE WAIVER AND FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, L.P. ADMINISTRATIVE AGENT, ISSUING BANK AND LENDER: XXXXX FARGO BANK, N.A., as the Administrative Agent, Issuing Bank and a Lender By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Director SIGNATURE PAGE WAIVER AND FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, L.P. LENDER: BARCLAYS BANK PLC, as a Repurchase Party, Lender By: _____________________ /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: [Signature Page to Series [•] Indenture Supplement] EXHIBIT A-1 FORM Assistant Vice President WAIVER AND FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, L.P. LENDER: UBS AG, STAMFORD BRANCH, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Director By: /s/ Xxxxxxx Xxxx Name: Xxxxxxx Xxxx Title: Banking Products Services, US SIGNATURE PAGE WAIVER AND FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, L.P. LENDER: JPMORGAN CHASE BANK, N.A., as a Lender By: /s/ Xxxxxxxxx Xxxx Name: Xxxxxxxxx Xxxx Title: Executive Director WAIVER AND FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, L.P. LENDER: ABN AMRO CAPITAL USA LLC, as a Lender By: /s/ Verra Kumalasari Name: Xxxx Xxxxxxxxxx Title: Vice President By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Managing Director WAIVER AND FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, L.P. LENDER: BANK OF CLASS A SERIES [•] [FLOATING][FIXED] RATE ASSET BACKED NOTE UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANYAMERICA, A NEW YORK CORPORATION (“DTC”)N.A., as a Lender By: /s/ Xxxx X. Xxxx Name: Xxxx X. Xxxx Title: Vice President SIGNATURE PAGE WAIVER AND FIFTH AMENDMENT TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFERTHIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, EXCHANGE OR PAYMENTL.P. LENDER: CADENCE BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Executive Vice President SIGNATURE PAGE WAIVER AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & COFIFTH AMENDMENT TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, L.P. LENDER: ROYAL BANK of CANADA, as a Lender By: /s/ H. Xxxxxxxxxxx XxXxxxxx Name: H. Xxxxxxxxxxx XxXxxxxx Title: Attorney-in-Fact SIGNATURE PAGE WAIVER AND FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, L.P. LENDER: REGIONS BANK, as a Lender By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Vice President SIGNATURE PAGE WAIVER AND FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, L.P. LENDER: MIDFIRST BANK, as a Lender By: /s/ W. Xxxxxx Xxxxxxx Name: W. Xxxxxx Xxxxxxx Title: Vice President SIGNATURE PAGE WAIVER AND FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, L.P. LENDER: XXXXXXX XXXXX BANK, N.A., as a Lender By: /s/ H. Xxxx Xxxxx, Xx. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (Name: H. Xxxx Xxxxx, Xx. Title: Senior Vice President WAIVER AND ANY PAYMENT IS MADE FIFTH AMENDMENT TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC) – ANY TRANSFERTHIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT SOUTHCROSS ENERGY PARTNERS, 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. THE HOLDER OF THIS CLASS A NOTE BY ITS ACCEPTANCE HEREOF COVENANTS L.P. THIRD AMENDED AND AGREES THAT IT WILL NOT AT ANY TIME INSTITUTE AGAINST THE ISSUER OR THE TRANSFEROR, OR JOIN IN INSTITUTING AGAINST THE ISSUER OR THE TRANSFEROR, ANY BANKRUPTCY, REORGANIZATION, ARRANGEMENT, INSOLVENCY OR LIQUIDATION PROCEEDINGS, OR OTHER PROCEEDINGS UNDER ANY UNITED STATES FEDERAL OR STATE BANKRUPTCY OR SIMILAR LAW. THE HOLDER OF THIS CLASS A NOTE, BY ACCEPTANCE OF THIS NOTE, AND EACH HOLDER OF A BENEFICIAL INTEREST THEREIN, AGREE TO TREAT THE CLASS A NOTES AS INDEBTEDNESS OF THE ISSUER FOR APPLICABLE FEDERAL, STATE, AND LOCAL INCOME AND FRANCHISE TAX LAW AND FOR PURPOSES OF ANY OTHER TAX IMPOSED ON, OR MEASURED BY, INCOME. BY ITS ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST THEREIN), EACH HOLDER SHALL BE DEEMED TO REPRESENT, WARRANT AND COVENANT (ON THE DATE OF ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST HEREIN) AND THROUGHOUT THE PERIOD OF HOLDING THIS CLASS A NOTE (OR ANY INTEREST HEREIN) THAT EITHER (I) IT IS NOT ACQUIRING THIS CLASS A NOTE (OR INTEREST HEREIN) WITH THE ASSETS OF AN “EMPLOYEE BENEFIT PLAN” AS DEFINED IN SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”) THAT IS SUBJECT TO THE PROVISIONS OF TITLE I OF ERISA, (II) A “PLAN” DESCRIBED IN AND SUBJECT TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”), OR (III) AN ENTITY WHOSE UNDERLYING ASSETS INCLUDE “PLAN ASSETS” BY REASON OF AN EMPLOYEE BENEFIT PLAN’S OR PLAN’S INVESTMENT IN THE ENTITY OR A GOVERNMENTAL, NON-U.S. OR CHURCH PLAN THAT IS SUBJECT TO STATE, LOCAL OR OTHER LAWS THAT IS SIMILAR TO SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE (“SIMILAR LAW”); OR (II)(A) THIS CLASS A NOTE IS RATED AT LEAST INVESTMENT GRADE OR ITS EQUIVALENT BY A NATIONALLY RECOGNIZED STATISTICAL RATING ORGANIZATION AT THE TIME OF PURCHASE OF TRANSFER, AND (B) THE ACQUISITION, HOLDING AND DISPOSITION OF THIS CLASS A NOTE WILL NOT GIVE RISE TO A NONEXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE OR A VIOLATION OF SIMILAR LAW. NO CLASS A NOTE HOLDER WILL BE PERMITTED TO TRANSFER THIS CLASS A NOTE TO ANY PERSON OR ENTITY, UNLESS SUCH PERSON OR ENTITY CAN ITSELF TRUTHFULLY MAKE THE FOREGOING REPRESENTATIONS AND COVENANTS AS PRESENTED IN THIS PARAGRAPH. INITIAL DOLLAR PRINCIPAL AMOUNT REGISTERED $[•]113 No. R-[•] CUSIP NO. [•] BARCLAYS DRYROCK ISSUANCE TRUST CLASS A SERIES [•] [FIXED/FLOATING RATE] ASSET BACKED NOTE Barclays Dryrock Issuance Trust (herein referred to as the “Issuer” or the “Trust”), a Delaware statutory trust governed by the Second Amended and Restated Trust Agreement, RESTATED REVOLVING CREDIT AGREEMENT dated as of August 14, 20122014 among Southcross Energy Partners, L.P., as amended Borrower, Xxxxx Fargo Bank, N.A., as Administrative Agent, UBS Securities LLC and restated Barclays Bank PLC, as of December 17Co-Syndication Agents, 2013,2013 JPMorgan Chase Bank, N.A., as Documentation Agent, and The Lenders Party Hereto Xxxxx Fargo Securities, LLC, Barclays Bank PLC, and UBS Securities LLC, as amended by the first amendment thereto, dated as of July 6, 2015, for value received, hereby promises to pay to CEDE & CO., or registered assigns, subject to the following provisions, a principal sum of $[•] payable on the [MONTH] [DAY] 2017 Payment Date (the “Expected Final Payment Date”) in accordance with the Indenture, except as otherwise provided below; provided, however, that the principal amount of this Note shall be due Joint Lead Arrangers and payable on the [MONTH] [DAY] Payment Date (the “Legal Maturity Date”) in accordance with the Indenture. The Issuer will pay interest on the unpaid principal amount of this Note at the Class A Note Interest Rate on each Payment Date until the principal amount of this Note is paid in full. Interest on this Note will accrue for each Payment Date from Joint Bookrunners TABLE OF CONTENTS Article I Definitions and including the most recent Payment Date on which interest has been paid to but excluding such Payment Date or, for the initial Payment Date, from and including the Closing Date to but excluding such Payment Date. Interest will be computed on the basis of a 360-day year [and the actual number of days elapsed in each interest period][consisting of twelve 30 day months]. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof. The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal balance of this Note. Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note. Unless the certificate of authentication hereon has been executed by or on behalf of the Indenture Trustee, by manual signature, this Note shall not be entitled to any benefit under the 113 Denominations of $100,000 and increments of $1,000 in excess thereof. Indenture or the Indenture Supplement referred to on the reverse hereof, or be valid for any purpose.Accounting Matters 2

ACKNOWLEDGED AND AGREED TO BY. BARCLAYS BANK DELAWAREDELTA EXPLORATION COMPANY, for itselfINC., a Colorado corporation By: /s/ Kxxxx X. Xxxxx Name: Kxxxx X. Xxxxx Title: Chief Financial Officer PIPER PETROLEUM COMPANY, a Colorado corporation By: /s/ Kxxxx X. Xxxxx Name: Kxxxx X. Xxxxx Title: Chief Executive Officer SIGNATURE PAGE TO FOURTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO ADMINISTRATIVE AGENT: JPMORGAN CHASE BANK, N.A., as Servicer and as a Repurchase Party Administrative Agent By: _____________________ /s/ J. Sxxxx Xxxxxx J. Sxxxx Xxxxxx, Vice President BANKS: JPMORGAN CHASE BANK, N.A. By: /s/ J. Sxxxx Xxxxxx J. Sxxxx Xxxxxx, Vice President SIGNATURE PAGE TO FOURTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO BANK OF OKLAHOMA, N.A. By: /s/ Axxxx Rheem Axxxx Rheem, Vice President SIGNATURE PAGE TO FOURTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO U.S. BANK NATIONAL ASSOCIATION By: /s/ Kxxxxxx X. Xxxxxx Kxxxxxx X. Xxxxxx, Vice President SIGNATURE PAGE TO FOURTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO HIBERNIA NATIONAL BANK By: /s/ Nxxxx X. Xxxxxxx Nxxxx X. Xxxxxxx, Vice President SIGNATURE PAGE TO FOURTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO COMERICA BANK By: /s/ Pxxxx X. Xxxxxx Name: Pxxxx X. Xxxxxx Title: BARCLAYS DRYROCK FUNDING LLCVice President SIGNATURE PAGE TO FOURTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, as Transferor and as a Repurchase PartyAS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO BANK OF SCOTLAND By: _____________________ /s/ Kxxxx Xxxxx Name: Kxxxx Xxxxx Title: [Signature Page to Series [•] Indenture Supplement] EXHIBIT A-1 FORM OF CLASS A SERIES [•] [FLOATING][FIXED] RATE ASSET BACKED NOTE UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS 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. THE HOLDER OF THIS CLASS A NOTE BY ITS ACCEPTANCE HEREOF COVENANTS AND AGREES THAT IT WILL NOT AT ANY TIME INSTITUTE AGAINST THE ISSUER OR THE TRANSFEROR, OR JOIN IN INSTITUTING AGAINST THE ISSUER OR THE TRANSFEROR, ANY BANKRUPTCY, REORGANIZATION, ARRANGEMENT, INSOLVENCY OR LIQUIDATION PROCEEDINGS, OR OTHER PROCEEDINGS UNDER ANY UNITED STATES FEDERAL OR STATE BANKRUPTCY OR SIMILAR LAW. THE HOLDER OF THIS CLASS A NOTE, BY ACCEPTANCE OF THIS NOTE, AND EACH HOLDER OF A BENEFICIAL INTEREST THEREIN, AGREE TO TREAT THE CLASS A NOTES AS INDEBTEDNESS OF THE ISSUER FOR APPLICABLE FEDERAL, STATE, AND LOCAL INCOME AND FRANCHISE TAX LAW AND FOR PURPOSES OF ANY OTHER TAX IMPOSED ON, OR MEASURED BY, INCOME. BY ITS ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST THEREIN), EACH HOLDER SHALL BE DEEMED TO REPRESENT, WARRANT AND COVENANT (ON THE DATE OF ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST HEREIN) AND THROUGHOUT THE PERIOD OF HOLDING THIS CLASS A NOTE (OR ANY INTEREST HEREIN) THAT EITHER (I) IT IS NOT ACQUIRING THIS CLASS A NOTE (OR INTEREST HEREIN) WITH THE ASSETS OF AN “EMPLOYEE BENEFIT PLAN” AS DEFINED IN SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”) THAT IS SUBJECT TO THE PROVISIONS OF TITLE I OF ERISA, (II) A “PLAN” DESCRIBED IN AND SUBJECT TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”), OR (III) AN ENTITY WHOSE UNDERLYING ASSETS INCLUDE “PLAN ASSETS” BY REASON OF AN EMPLOYEE BENEFIT PLAN’S OR PLAN’S INVESTMENT IN THE ENTITY OR A GOVERNMENTAL, NON-U.S. OR CHURCH PLAN THAT IS SUBJECT TO STATE, LOCAL OR OTHER LAWS THAT IS SIMILAR TO SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE (“SIMILAR LAW”); OR (II)(A) THIS CLASS A NOTE IS RATED AT LEAST INVESTMENT GRADE OR ITS EQUIVALENT BY A NATIONALLY RECOGNIZED STATISTICAL RATING ORGANIZATION AT THE TIME OF PURCHASE OF TRANSFER, AND (B) THE ACQUISITION, HOLDING AND DISPOSITION OF THIS CLASS A NOTE WILL NOT GIVE RISE TO A NONEXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE OR A VIOLATION OF SIMILAR LAW. NO CLASS A NOTE HOLDER WILL BE PERMITTED TO TRANSFER THIS CLASS A NOTE TO ANY PERSON OR ENTITY, UNLESS SUCH PERSON OR ENTITY CAN ITSELF TRUTHFULLY MAKE THE FOREGOING REPRESENTATIONS AND COVENANTS AS PRESENTED IN THIS PARAGRAPH. INITIAL DOLLAR PRINCIPAL AMOUNT REGISTERED $[•]113 No. R-[•] CUSIP NO. [•] BARCLAYS DRYROCK ISSUANCE TRUST CLASS A SERIES [•] [FIXED/FLOATING RATE] ASSET BACKED NOTE Barclays Dryrock Issuance Trust (herein referred to as the “Issuer” or the “Trust”), a Delaware statutory trust governed by the Second Amended and Restated Trust Agreement, dated as of August 1, 2012, as amended and restated as of December 17, 2013,2013 and as amended by the first amendment thereto, dated as of July 6, 2015, for value received, hereby promises to pay to CEDE & CO., or registered assigns, subject to the following provisions, a principal sum of $[•] payable on the [MONTH] [DAY] 2017 Payment Date (the “Expected Final Payment Date”) in accordance with the Indenture, except as otherwise provided below; provided, however, that the principal amount of this Note shall be due and payable on the [MONTH] [DAY] Payment Date (the “Legal Maturity Date”) in accordance with the Indenture. The Issuer will pay interest on the unpaid principal amount of this Note at the Class A Note Interest Rate on each Payment Date until the principal amount of this Note is paid in full. Interest on this Note will accrue for each Payment Date from and including the most recent Payment Date on which interest has been paid to but excluding such Payment Date or, for the initial Payment Date, from and including the Closing Date to but excluding such Payment Date. Interest will be computed on the basis of a 360-day year [and the actual number of days elapsed in each interest period][consisting of twelve 30 day months]. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof. The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal balance of this Note. Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note. Unless the certificate of authentication hereon has been executed by or on behalf of the Indenture Trustee, by manual signature, this Note shall not be entitled to any benefit under the 113 Denominations of $100,000 and increments of $1,000 in excess thereof. Indenture or the Indenture Supplement referred to on the reverse hereof, or be valid for any purpose.Assistant Vice President

ACKNOWLEDGED AND AGREED TO BY. BARCLAYS BANK DELAWAREDELTA EXPLORATION COMPANY, for itselfINC., as Servicer and as a Repurchase Party Colorado corporation By: _____________________ Name: Title: BARCLAYS DRYROCK FUNDING LLC/s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, as Transferor Chief Financial Officer and as Treasurer PIPER PETROLEUM COMPANY, a Repurchase Party, Colorado corporation By: _____________________ Name/s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, Chief Financial Officer and Treasurer CASTLE TEXAS EXPLORATION LIMITED PARTNERSHIP, a Texas limited partnership By: Title: [Signature Page to Series [•] Indenture Supplement] EXHIBIT A-1 FORM OF CLASS A SERIES [•] [FLOATING][FIXED] RATE ASSET BACKED NOTE UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS 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. THE HOLDER OF THIS CLASS A NOTE BY ITS ACCEPTANCE HEREOF COVENANTS AND AGREES THAT IT WILL NOT AT ANY TIME INSTITUTE AGAINST THE ISSUER OR THE TRANSFEROR, OR JOIN IN INSTITUTING AGAINST THE ISSUER OR THE TRANSFEROR, ANY BANKRUPTCY, REORGANIZATION, ARRANGEMENT, INSOLVENCY OR LIQUIDATION PROCEEDINGS, OR OTHER PROCEEDINGS UNDER ANY UNITED STATES FEDERAL OR STATE BANKRUPTCY OR SIMILAR LAW. THE HOLDER OF THIS CLASS A NOTE, BY ACCEPTANCE OF THIS NOTE, AND EACH HOLDER OF A BENEFICIAL INTEREST THEREIN, AGREE TO TREAT THE CLASS A NOTES AS INDEBTEDNESS OF THE ISSUER FOR APPLICABLE FEDERAL, STATE, AND LOCAL INCOME AND FRANCHISE TAX LAW AND FOR PURPOSES OF ANY OTHER TAX IMPOSED ON, OR MEASURED BY, INCOME. BY ITS ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST THEREIN), EACH HOLDER SHALL BE DEEMED TO REPRESENT, WARRANT AND COVENANT (ON THE DATE OF ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST HEREIN) AND THROUGHOUT THE PERIOD OF HOLDING THIS CLASS A NOTE (OR ANY INTEREST HEREIN) THAT EITHER (I) IT IS NOT ACQUIRING THIS CLASS A NOTE (OR INTEREST HEREIN) WITH THE ASSETS OF AN “EMPLOYEE BENEFIT PLAN” AS DEFINED IN SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”) THAT IS SUBJECT TO THE PROVISIONS OF TITLE I OF ERISA, (II) A “PLAN” DESCRIBED IN AND SUBJECT TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”), OR (III) AN ENTITY WHOSE UNDERLYING ASSETS INCLUDE “PLAN ASSETS” BY REASON OF AN EMPLOYEE BENEFIT PLAN’S OR PLAN’S INVESTMENT IN THE ENTITY OR A GOVERNMENTAL, NON-U.S. OR CHURCH PLAN THAT IS SUBJECT TO STATE, LOCAL OR OTHER LAWS THAT IS SIMILAR TO SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE (“SIMILAR LAW”); OR (II)(A) THIS CLASS A NOTE IS RATED AT LEAST INVESTMENT GRADE OR ITS EQUIVALENT BY A NATIONALLY RECOGNIZED STATISTICAL RATING ORGANIZATION AT THE TIME OF PURCHASE OF TRANSFER, AND (B) THE ACQUISITION, HOLDING AND DISPOSITION OF THIS CLASS A NOTE WILL NOT GIVE RISE TO A NONEXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE OR A VIOLATION OF SIMILAR LAW. NO CLASS A NOTE HOLDER WILL BE PERMITTED TO TRANSFER THIS CLASS A NOTE TO ANY PERSON OR ENTITY, UNLESS SUCH PERSON OR ENTITY CAN ITSELF TRUTHFULLY MAKE THE FOREGOING REPRESENTATIONS AND COVENANTS AS PRESENTED IN THIS PARAGRAPH. INITIAL DOLLAR PRINCIPAL AMOUNT REGISTERED $[•]113 No. R-[•] CUSIP NO. [•] BARCLAYS DRYROCK ISSUANCE TRUST CLASS A SERIES [•] [FIXED/FLOATING RATE] ASSET BACKED NOTE Barclays Dryrock Issuance Trust (herein referred to as the “Issuer” or the “Trust”)Delta Petroleum Corporation, a Delaware statutory trust governed by the Second Amended corporation, its general partner By: /s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, Chief Financial Officer and Restated Trust AgreementTreasurer DPCA LLC, dated as of August 1a Delaware limited liability company By: /s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, 2012Chief Financial Officer and Treasurer DELTA PIPELINE, LLC, a Colorado limited liability company By: Delta Petroleum Corporation, a Delaware corporation, its sole manager and sole member By: /s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, Chief Financial Officer and Treasurer DELTA RISK MANAGEMENT, LLC, a Colorado limited liability company By: Delta Petroleum Corporation, a Delaware corporation, its sole manager and sole member By: /s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, Chief Financial Officer and Treasurer ADMINISTRATIVE AGENT: JPMORGAN CHASE BANK, N.A., as amended and restated as of December 17Administrative Agent By: /s/ Xxxx Xxxxxxx Xxxx Xxxxxxx, 2013,2013 and as amended by the first amendment theretoSenior Vice President BANK: JPMORGAN CHASE BANK, dated as of July 6N.A. By: /s/ Xxxx Xxxxxxx Xxxx Xxxxxxx, 2015, for value received, hereby promises to pay to CEDE & CO., or registered assigns, subject to the following provisions, a principal sum of $[•] payable on the [MONTH] [DAY] 2017 Payment Date (the “Expected Final Payment Date”) in accordance with the Indenture, except as otherwise provided below; provided, however, that the principal amount of this Note shall be due and payable on the [MONTH] [DAY] Payment Date (the “Legal Maturity Date”) in accordance with the Indenture. The Issuer will pay interest on the unpaid principal amount of this Note at the Class A Note Interest Rate on each Payment Date until the principal amount of this Note is paid in full. Interest on this Note will accrue for each Payment Date from and including the most recent Payment Date on which interest has been paid to but excluding such Payment Date or, for the initial Payment Date, from and including the Closing Date to but excluding such Payment Date. Interest will be computed on the basis of a 360-day year [and the actual number of days elapsed in each interest period][consisting of twelve 30 day months]. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof. The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal balance of this Note. Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note. Unless the certificate of authentication hereon has been executed by or on behalf of the Indenture Trustee, by manual signature, this Note shall not be entitled to any benefit under the 113 Denominations of $100,000 and increments of $1,000 in excess thereof. Indenture or the Indenture Supplement referred to on the reverse hereof, or be valid for any purpose.Senior Vice President BANK: BANK OF MONTREAL By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: Director BANK: DEUTSCHE BANK TRUST COMPANY AMERICAS By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Vice President By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Vice President BANK: KEYBANK NATIONAL ASSOCIATION By: /s/ Xxxxxx XxXxxxxxx Name: Xxxxxx XxXxxxxxx Title: Senior Vice President BANK:

ACKNOWLEDGED AND AGREED TO BY. BARCLAYS BANK DELAWAREDELTA EXPLORATION COMPANY, for itselfINC., a Colorado corporation By: /s/ Kxxxx X. Xxxxx Name: Kxxxx X. Xxxxx Title: Chief Financial Officer PIPER PETROLEUM COMPANY, a Colorado corporation By: /s/ Kxxxx X. Xxxxx Name: Kxxxx X. Xxxxx Title: Chief Financial Officer SIGNATURE PAGE TO EIGHTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO ADMINISTRATIVE AGENT: JPMORGAN CHASE BANK, N.A., as Servicer and as a Repurchase Party Administrative Agent By: _____________________ /s/ J. Sxxxx Xxxxxx J. Sxxxx Xxxxxx, Vice President BANKS: JPMORGAN CHASE BANK, N.A. By: /s/ J. Sxxxx Xxxxxx J. Sxxxx Xxxxxx, Vice President SIGNATURE PAGE TO EIGHTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO BANK OF OKLAHOMA, N.A. By: /s/ Mxxxxxx X. Xxxxx Name: Mxxxxxx X. Xxxxx Title: BARCLAYS DRYROCK FUNDING LLCSenior Vice President SIGNATURE PAGE TO EIGHTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, as Transferor and as a Repurchase PartyAS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO U.S. BANK NATIONAL ASSOCIATION By: _____________________ /s/ Kxxxxxx X. Xxxxxx Name: Kxxxxxx X. Xxxxxx Title: [Signature Page to Series [•] Indenture Supplement] EXHIBIT A-1 FORM OF CLASS A SERIES [•] [FLOATING][FIXED] RATE ASSET BACKED NOTE UNLESS THIS NOTE IS PRESENTED Vice President SIGNATURE PAGE TO EIGHTH AMENDMENT TO CREDIT AGREEMENT BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS 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. THE HOLDER OF THIS CLASS A NOTE BY ITS ACCEPTANCE HEREOF COVENANTS AND AGREES THAT IT WILL NOT AT ANY TIME INSTITUTE AGAINST THE ISSUER OR THE TRANSFEROR, OR JOIN IN INSTITUTING AGAINST THE ISSUER OR THE TRANSFEROR, ANY BANKRUPTCY, REORGANIZATION, ARRANGEMENT, INSOLVENCY OR LIQUIDATION PROCEEDINGS, OR OTHER PROCEEDINGS UNDER ANY UNITED STATES FEDERAL OR STATE BANKRUPTCY OR SIMILAR LAW. THE HOLDER OF THIS CLASS A NOTE, BY ACCEPTANCE OF THIS NOTE, AND EACH HOLDER OF A BENEFICIAL INTEREST THEREIN, AGREE TO TREAT THE CLASS A NOTES AS INDEBTEDNESS OF THE ISSUER FOR APPLICABLE FEDERAL, STATE, AND LOCAL INCOME AND FRANCHISE TAX LAW AND FOR PURPOSES OF ANY OTHER TAX IMPOSED ON, OR MEASURED BY, INCOME. BY ITS ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST THEREIN), EACH HOLDER SHALL BE DEEMED TO REPRESENT, WARRANT AND COVENANT (ON THE DATE OF ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST HEREIN) AND THROUGHOUT THE PERIOD OF HOLDING THIS CLASS A NOTE (OR ANY INTEREST HEREIN) THAT EITHER (I) IT IS NOT ACQUIRING THIS CLASS A NOTE (OR INTEREST HEREIN) WITH THE ASSETS OF AN “EMPLOYEE BENEFIT PLAN” AS DEFINED IN SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974AMONG DELTA PETROLEUM CORPORATION, AS AMENDED (“ERISA”) THAT IS SUBJECT TO THE PROVISIONS OF TITLE I OF ERISABORROWER, (II) A “PLAN” DESCRIBED IN AND SUBJECT TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986JPMORGAN CHASE BANK, N.A., AS AMENDED (ADMINISTRATIVE AGENT AND THE “CODE”)BANKS PARTY THERETO HIBERNIA NATIONAL BANK By: /s/ Sxxx X. Xxxxxx Xx. Name: Sxxx X. Xxxxxx Xx. Title: Vice President SIGNATURE PAGE TO EIGHTH AMENDMENT TO CREDIT AGREEMENT BY AND AMONG DELTA PETROLEUM CORPORATION, OR (III) AN ENTITY WHOSE UNDERLYING ASSETS INCLUDE “PLAN ASSETS” AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO COMERICA BANK By: /s/ Rxxxxxx X. Xxxxxx Name: Rxxxxxx X. Xxxxxx Title: Corporate Banking Officer SIGNATURE PAGE TO EIGHTH AMENDMENT TO CREDIT AGREEMENT BY REASON AND AMONG DELTA PETROLEUM CORPORATION, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND THE BANKS PARTY THERETO BANK OF AN EMPLOYEE BENEFIT PLAN’S OR PLAN’S INVESTMENT IN THE ENTITY OR A GOVERNMENTAL, NON-U.S. OR CHURCH PLAN THAT IS SUBJECT TO STATE, LOCAL OR OTHER LAWS THAT IS SIMILAR TO SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE (“SIMILAR LAW”); OR (II)(A) THIS CLASS A NOTE IS RATED AT LEAST INVESTMENT GRADE OR ITS EQUIVALENT BY A NATIONALLY RECOGNIZED STATISTICAL RATING ORGANIZATION AT THE TIME OF PURCHASE OF TRANSFER, AND (B) THE ACQUISITION, HOLDING AND DISPOSITION OF THIS CLASS A NOTE WILL NOT GIVE RISE TO A NONEXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE OR A VIOLATION OF SIMILAR LAW. NO CLASS A NOTE HOLDER WILL BE PERMITTED TO TRANSFER THIS CLASS A NOTE TO ANY PERSON OR ENTITY, UNLESS SUCH PERSON OR ENTITY CAN ITSELF TRUTHFULLY MAKE THE FOREGOING REPRESENTATIONS AND COVENANTS AS PRESENTED IN THIS PARAGRAPH. INITIAL DOLLAR PRINCIPAL AMOUNT REGISTERED $[•]113 No. R-[•] CUSIP NO. [•] BARCLAYS DRYROCK ISSUANCE TRUST CLASS A SERIES [•] [FIXED/FLOATING RATE] ASSET BACKED NOTE Barclays Dryrock Issuance Trust (herein referred to as the “Issuer” or the “Trust”), a Delaware statutory trust governed by the Second Amended and Restated Trust Agreement, dated as of August 1, 2012, as amended and restated as of December 17, 2013,2013 and as amended by the first amendment thereto, dated as of July 6, 2015, for value received, hereby promises to pay to CEDE & CO., or registered assigns, subject to the following provisions, a principal sum of $[•] payable on the [MONTH] [DAY] 2017 Payment Date (the “Expected Final Payment Date”) in accordance with the Indenture, except as otherwise provided below; provided, however, that the principal amount of this Note shall be due and payable on the [MONTH] [DAY] Payment Date (the “Legal Maturity Date”) in accordance with the Indenture. The Issuer will pay interest on the unpaid principal amount of this Note at the Class A Note Interest Rate on each Payment Date until the principal amount of this Note is paid in full. Interest on this Note will accrue for each Payment Date from and including the most recent Payment Date on which interest has been paid to but excluding such Payment Date or, for the initial Payment Date, from and including the Closing Date to but excluding such Payment Date. Interest will be computed on the basis of a 360-day year [and the actual number of days elapsed in each interest period][consisting of twelve 30 day months]. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof. The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal balance of this Note. Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note. Unless the certificate of authentication hereon has been executed by or on behalf of the Indenture Trustee, by manual signature, this Note shall not be entitled to any benefit under the 113 Denominations of $100,000 and increments of $1,000 in excess thereof. Indenture or the Indenture Supplement referred to on the reverse hereof, or be valid for any purpose.SCOTLAND By: /s/ Kxxxx Xxxxx Name: Kxxxx Xxxxx Title: Assistant Vice President

ACKNOWLEDGED AND AGREED TO BY. BARCLAYS BANK DELAWAREGUARANTORS: GREEN COUNTRY SUPPLY, for itselfINC., an Oklahoma corporation By: /s/ Xxxx X. Xxxxxxx Xxxx X. Xxxxxxx, President ROADRUNNER DRILLING, L.L.C., an Oklahoma limited liability company By: /s/ Xxxx X. Xxxxxxx Xxxx X. Xxxxxxx, Manager ADMINISTRATIVE AGENT/LENDER: JPMORGAN CHASE BANK, N.A., as Servicer Administrative Agent and a Lender By: /s/ J. Xxxxx Xxxxxx J. Xxxxx Xxxxxx, Senior Vice President LENDER: FORTIS CAPITAL CORP., as a Repurchase Party Lender By: _____________________ /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: BARCLAYS DRYROCK FUNDING LLCDirector By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Director LENDER: THE ROYAL BANK OF SCOTLAND plc, as Transferor and a Lender By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Senior Vice President LENDER: BANK OF AMERICA, N.A., as a Repurchase Party, Lender By: _____________________ /s/ Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx Title: [Signature Page to Series [•] Indenture Supplement] EXHIBIT A-1 FORM Managing Director LENDER: BANK OF CLASS A SERIES [•] [FLOATING][FIXED] RATE ASSET BACKED NOTE UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE SCOTLAND plc, as a Lender By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Vice President LENDER: THE BANK OF THE DEPOSITORY TRUST COMPANYNOVA SCOTIA, A as a Lender By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Director LENDER: BMO CAPITAL MARKETS FINANCING, INC., as a Lender By: /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: Vice President LENDER: CALYON NEW YORK CORPORATION (“DTC”)BRANCH, TO THE ISSUER OR ITS AGENT FOR REGISTRATION as a Lender By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Managing Director By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Director LENDER: COMERICA BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Asst. Vice President LENDER: GUARANTY BANK, as a Lender By: /s/ W. Xxxxx XxXxxxxx XX Name: W. Xxxxx XxXxxxxx XX Title: Vice President LENDER: UNION BANK OF TRANSFERCALIFORNIA, EXCHANGE OR PAYMENTN.A., AND ANY NOTE ISSUED IS REGISTERED IN THE NAME as a Lender By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Assistant Vice President LENDER: SUNTRUST BANK, as a Lender By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Director LENDER: STERLING BANK, as a Lender By: /s/ Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: Senior Vice President LENDER: U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Vice President LENDER: BANK OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC) – ANY TRANSFEROKLAHOMA, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOFN.A., CEDE & COas a Lender By: /s/ Xxxxxxx Xxxx Name: Xxxxxxx Xxxx Title: Vice President LENDER: NATIXIS, as a Lender By: /s/ Liana Tchernyshara Name: Liana Tchernyshara Title: Director By: /s/ Xxxxx X. Xxxxxxx, III Name: Xxxxx X. Xxxxxxx, III Title: Managing Director LENDER: XXXXX FARGO BANK, N.A., as a Lender By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Vice President LENDER: ALLIED IRISH BANKS, p.l.c., HAS AN INTEREST HEREINas a Lender By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Vice President By: /s/ Xxxxx X’Xxxxxxxx Name: Xxxxx X’Xxxxxxxx Title: Assistant Vice President ANNEX I LIST OF MAXIMUM CREDIT AMOUNTS Name of Lender Applicable Percentage Maximum Credit Amount JPMorgan Chase Bank, N.A. 7.98333 % $ 59,875,000.00 Fortis Capital Corp. 7.66667 % $ 57,500,000.00 The Royal Bank of Scotland plc 7.66667 % $ 57,500,000.00 Bank of Scotland plc 7.66667 % $ 57,500,000.00 Bank of America, N.A. 7.00000 % $ 52,500,000.00 Xxxxx Fargo Bank, N.A. 6.66667 % $ 50,000,000.00 The Bank of Nova Scotia 6.00000 % $ 45,000,000.00 Calyon New York Branch 6.00000 % $ 45,000,000.00 Comerica Bank 6.00000 % $ 45,000,000.00 Guaranty Bank 6.00000 % $ 45,000,000.00 Union Bank of California, N.A. 6.00000 % $ 45,000,000.00 BMO Capital Markets Financing, Inc. 5.25000 % $ 39,375,000.00 SunTrust Bank 4.00000 % $ 30,000,000.00 Allied Irish Banks, p.l.c. THE HOLDER OF THIS CLASS 3.73333 % $ 28,000,000.00 Sterling Bank 3.70000 % $ 27,750,000.00 U.S. Bank National Association 3.33333 % $ 25,000,000.00 Bank of Oklahoma, N.A. 2.66667 % $ 20,000,000.00 Natixis 2.66667 % $ 20,000,000.00 TOTAL 100.00000 % $ 750,000,000.00 Annex I-1 SCHEDULE 7.14 SUBSIDIARIES Schedule 7.14-1 SCHEDULE 7.15 ORGANIZATIONAL INFORMATION Name: Jurisdiction of Organization Organizational Identification Number Principal Place of Business Chaparral Energy, Inc. Delaware 4030106 000 Xxxxx Xxxx Xxxx. Xxxxxxxx Xxxx, Xxxxxxxx 00000 Chaparral Energy, L.L.C. Oklahoma N/A NOTE BY ITS ACCEPTANCE HEREOF COVENANTS AND AGREES THAT IT WILL NOT AT ANY TIME INSTITUTE AGAINST THE ISSUER OR THE TRANSFEROR000 Xxxxx Xxxx Xxxx. Xxxxxxxx Xxxx, OR JOIN IN INSTITUTING AGAINST THE ISSUER OR THE TRANSFERORXxxxxxxx 00000 NorAm Petroleum, ANY BANKRUPTCYL.L.C. Oklahoma N/A 000 Xxxxx Xxxx Xxxx. Xxxxxxxx Xxxx, REORGANIZATIONXxxxxxxx 00000 Chaparral Resources, ARRANGEMENTL.L.C. Oklahoma N/A 000 Xxxxx Xxxx Xxxx. Xxxxxxxx Xxxx, INSOLVENCY OR LIQUIDATION PROCEEDINGSXxxxxxxx 00000 Chaparral CO2, OR OTHER PROCEEDINGS UNDER ANY UNITED STATES FEDERAL OR STATE BANKRUPTCY OR SIMILAR LAWL.L.C. Oklahoma N/A 000 Xxxxx Xxxx Xxxx. THE HOLDER OF THIS CLASS Xxxxxxxx Xxxx, Xxxxxxxx 00000 CEI Acquisition, L.L.C. Delaware 4038038 000 Xxxxx Xxxx Xxxx. Xxxxxxxx Xxxx, Xxxxxxxx 00000 CEI Pipeline, L.L.C. Texas N/A NOTE000 Xxxxx Xxxx Xxxx. Xxxxxxxx Xxxx, BY ACCEPTANCE OF THIS NOTEXxxxxxxx 00000 Chaparral Real Estate, AND EACH HOLDER OF L.L.C. Oklahoma N/A BENEFICIAL INTEREST THEREIN000 Xxxxx Xxxx Xxxx. Xxxxxxxx Xxxx, AGREE TO TREAT THE CLASS Xxxxxxxx 00000 Oklahoma Ethanol LLC Oklahoma N/A NOTES AS INDEBTEDNESS OF THE ISSUER FOR APPLICABLE FEDERAL000 Xxxxx Xxxx Xxxx. Xxxxxxxx Xxxx, STATEXxxxxxxx 00000 Chaparral Biofuels, AND LOCAL INCOME AND FRANCHISE TAX LAW AND FOR PURPOSES OF ANY OTHER TAX IMPOSED ONL.L.C. Oklahoma N/A 000 Xxxxx Xxxx Xxxx. Xxxxxxxx Xxxx, OR MEASURED BYXxxxxxxx 00000 Green Country Supply, INCOMEInc. Oklahoma N/A 000 Xxxxx Xxxx Xxxx. BY ITS ACQUISITION OF THIS CLASS Xxxxxxxx Xxxx, Xxxxxxxx 00000 Roadrunner Drilling, L.L.C. Oklahoma N/A NOTE (OR ANY INTEREST THEREIN)000 Xxxxx Xxxx Xxxx. Xxxxxxxx Xxxx, EACH HOLDER SHALL BE DEEMED TO REPRESENT, WARRANT AND COVENANT (ON THE DATE OF ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST HEREIN) AND THROUGHOUT THE PERIOD OF HOLDING THIS CLASS A NOTE (OR ANY INTEREST HEREIN) THAT EITHER (I) IT IS NOT ACQUIRING THIS CLASS A NOTE (OR INTEREST HEREIN) WITH THE ASSETS OF AN “EMPLOYEE BENEFIT PLAN” AS DEFINED IN SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”) THAT IS SUBJECT TO THE PROVISIONS OF TITLE I OF ERISA, (II) A “PLAN” DESCRIBED IN AND SUBJECT TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”), OR (III) AN ENTITY WHOSE UNDERLYING ASSETS INCLUDE “PLAN ASSETS” BY REASON OF AN EMPLOYEE BENEFIT PLAN’S OR PLAN’S INVESTMENT IN THE ENTITY OR A GOVERNMENTAL, NON-U.S. OR CHURCH PLAN THAT IS SUBJECT TO STATE, LOCAL OR OTHER LAWS THAT IS SIMILAR TO SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE (“SIMILAR LAW”); OR (II)(A) THIS CLASS A NOTE IS RATED AT LEAST INVESTMENT GRADE OR ITS EQUIVALENT BY A NATIONALLY RECOGNIZED STATISTICAL RATING ORGANIZATION AT THE TIME OF PURCHASE OF TRANSFER, AND (B) THE ACQUISITION, HOLDING AND DISPOSITION OF THIS CLASS A NOTE WILL NOT GIVE RISE TO A NONEXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE OR A VIOLATION OF SIMILAR LAW. NO CLASS A NOTE HOLDER WILL BE PERMITTED TO TRANSFER THIS CLASS A NOTE TO ANY PERSON OR ENTITY, UNLESS SUCH PERSON OR ENTITY CAN ITSELF TRUTHFULLY MAKE THE FOREGOING REPRESENTATIONS AND COVENANTS AS PRESENTED IN THIS PARAGRAPH. INITIAL DOLLAR PRINCIPAL AMOUNT REGISTERED $[•]113 No. R-[•] CUSIP NO. [•] BARCLAYS DRYROCK ISSUANCE TRUST CLASS A SERIES [•] [FIXED/FLOATING RATE] ASSET BACKED NOTE Barclays Dryrock Issuance Trust (herein referred to as the “Issuer” or the “Trust”), a Delaware statutory trust governed by the Second Amended and Restated Trust Agreement, dated as of August 1, 2012, as amended and restated as of December 17, 2013,2013 and as amended by the first amendment thereto, dated as of July 6, 2015, for value received, hereby promises to pay to CEDE & CO., or registered assigns, subject to the following provisions, a principal sum of $[•] payable on the [MONTH] [DAY] 2017 Payment Date (the “Expected Final Payment Date”) in accordance with the Indenture, except as otherwise provided below; provided, however, that the principal amount of this Note shall be due and payable on the [MONTH] [DAY] Payment Date (the “Legal Maturity Date”) in accordance with the Indenture. The Issuer will pay interest on the unpaid principal amount of this Note at the Class A Note Interest Rate on each Payment Date until the principal amount of this Note is paid in full. Interest on this Note will accrue for each Payment Date from and including the most recent Payment Date on which interest has been paid to but excluding such Payment Date or, for the initial Payment Date, from and including the Closing Date to but excluding such Payment Date. Interest will be computed on the basis of a 360-day year [and the actual number of days elapsed in each interest period][consisting of twelve 30 day months]. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof. The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal balance of this Note. Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note. Unless the certificate of authentication hereon has been executed by or on behalf of the Indenture Trustee, by manual signature, this Note shall not be entitled to any benefit under the 113 Denominations of $100,000 and increments of $1,000 in excess thereof. Indenture or the Indenture Supplement referred to on the reverse hereof, or be valid for any purpose.Xxxxxxxx 00000

ACKNOWLEDGED AND AGREED TO BY. BARCLAYS BANK DELAWAREDELTA EXPLORATION COMPANY, for itselfINC., a Colorado corporation By: /s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, Chief Financial Officer and Treasurer PIPER PETROLEUM COMPANY, a Colorado corporation By: /s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, Chief Financial Officer and Treasurer DELTA PETROLEUM CORPORATION CASTLE TEXAS EXPLORATION LIMITED PARTNERSHIP, a Texas limited partnership By: Delta Petroleum Corporation, a Delaware corporation, its general partner By: /s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, Chief Financial Officer and Treasurer DPCA LLC, a Delaware limited liability company By: /s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, Chief Financial Officer and Treasurer DELTA PIPELINE, LLC, a Colorado limited liability company By: Delta Petroleum Corporation, a Delaware corporation, its sole manager and sole member By: /s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, Chief Financial Officer and Treasurer DELTA RISK MANAGEMENT, LLC, a Colorado limited liability company By: Delta Petroleum Corporation, a Delaware corporation, its sole manager and sole member By: /s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, Chief Financial Officer and Treasurer DELTA PETROLEUM CORPORATION ADMINISTRATIVE AGENT: JPMORGAN CHASE BANK, N.A., as Servicer and as a Repurchase Party Administrative Agent By: _____________________ /s/ Xxxxx Xxxxxxx Xxxxx Xxxxxxx, Vice President BANK: JPMORGAN CHASE BANK, N.A. By: /s/ Xxxxx Xxxxxxx Xxxxx Xxxxxxx, Vice President DELTA PETROLEUM CORPORATION BANK: BANK OF MONTREAL By: /s/ Xxxxxx Xxxxxxxx Xxxxxx Xxxxxxxx Director DELTA PETROLEUM CORPORATION BANK: DEUTSCHE BANK TRUST COMPANY AMERICAS By: Name: Title: BARCLAYS DRYROCK FUNDING LLC, as Transferor and as a Repurchase Party, By: _____________________ Name: Title: [Signature Page to Series [•] Indenture Supplement] EXHIBIT A-1 FORM OF CLASS A SERIES [•] [FLOATING][FIXED] RATE ASSET BACKED NOTE UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK DELTA PETROLEUM CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS 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. THE HOLDER OF THIS CLASS A NOTE BY ITS ACCEPTANCE HEREOF COVENANTS AND AGREES THAT IT WILL NOT AT ANY TIME INSTITUTE AGAINST THE ISSUER OR THE TRANSFEROR, OR JOIN IN INSTITUTING AGAINST THE ISSUER OR THE TRANSFEROR, ANY BANKRUPTCY, REORGANIZATION, ARRANGEMENT, INSOLVENCY OR LIQUIDATION PROCEEDINGS, OR OTHER PROCEEDINGS UNDER ANY UNITED STATES FEDERAL OR STATE BANKRUPTCY OR SIMILAR LAW. THE HOLDER OF THIS CLASS A NOTE, BY ACCEPTANCE OF THIS NOTE, AND EACH HOLDER OF A BENEFICIAL INTEREST THEREIN, AGREE TO TREAT THE CLASS A NOTES AS INDEBTEDNESS OF THE ISSUER FOR APPLICABLE FEDERAL, STATE, AND LOCAL INCOME AND FRANCHISE TAX LAW AND FOR PURPOSES OF ANY OTHER TAX IMPOSED ON, OR MEASURED BY, INCOME. BY ITS ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST THEREIN), EACH HOLDER SHALL BE DEEMED TO REPRESENT, WARRANT AND COVENANT (ON THE DATE OF ACQUISITION OF THIS CLASS A NOTE (OR ANY INTEREST HEREIN) AND THROUGHOUT THE PERIOD OF HOLDING THIS CLASS A NOTE (OR ANY INTEREST HEREIN) THAT EITHER (I) IT IS NOT ACQUIRING THIS CLASS A NOTE (OR INTEREST HEREIN) WITH THE ASSETS OF AN “EMPLOYEE BENEFIT PLAN” AS DEFINED IN SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”) THAT IS SUBJECT TO THE PROVISIONS OF TITLE I OF ERISA, (II) A “PLAN” DESCRIBED IN AND SUBJECT TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”), OR (III) AN ENTITY WHOSE UNDERLYING ASSETS INCLUDE “PLAN ASSETS” BY REASON OF AN EMPLOYEE BENEFIT PLAN’S OR PLAN’S INVESTMENT IN THE ENTITY OR A GOVERNMENTAL, NON-U.S. OR CHURCH PLAN THAT IS SUBJECT TO STATE, LOCAL OR OTHER LAWS THAT IS SIMILAR TO SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE (“SIMILAR LAW”); OR (II)(A) THIS CLASS A NOTE IS RATED AT LEAST INVESTMENT GRADE OR ITS EQUIVALENT BY A NATIONALLY RECOGNIZED STATISTICAL RATING ORGANIZATION AT THE TIME OF PURCHASE OF TRANSFER, AND (B) THE ACQUISITION, HOLDING AND DISPOSITION OF THIS CLASS A NOTE WILL NOT GIVE RISE TO A NONEXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE INTERNAL REVENUE CODE OR A VIOLATION OF SIMILAR LAW. NO CLASS A NOTE HOLDER WILL BE PERMITTED TO TRANSFER THIS CLASS A NOTE TO ANY PERSON OR ENTITY, UNLESS SUCH PERSON OR ENTITY CAN ITSELF TRUTHFULLY MAKE THE FOREGOING REPRESENTATIONS AND COVENANTS AS PRESENTED IN THIS PARAGRAPH. INITIAL DOLLAR PRINCIPAL AMOUNT REGISTERED $[•]113 No. R-[•] CUSIP NO. [•] BARCLAYS DRYROCK ISSUANCE TRUST CLASS A SERIES [•] [FIXED/FLOATING RATE] ASSET BACKED NOTE Barclays Dryrock Issuance Trust (herein referred to as the “Issuer” or the “Trust”), a Delaware statutory trust governed by the Second Amended and Restated Trust Agreement, dated as of August 1, 2012, as amended and restated as of December 17, 2013,2013 and as amended by the first amendment thereto, dated as of July 6, 2015, for value received, hereby promises to pay to CEDE & CO., or registered assigns, subject to the following provisions, a principal sum of $[•] payable on the [MONTH] [DAY] 2017 Payment Date (the “Expected Final Payment Date”) in accordance with the Indenture, except as otherwise provided below; provided, however, that the principal amount of this Note shall be due and payable on the [MONTH] [DAY] Payment Date (the “Legal Maturity Date”) in accordance with the Indenture. The Issuer will pay interest on the unpaid principal amount of this Note at the Class A Note Interest Rate on each Payment Date until the principal amount of this Note is paid in full. Interest on this Note will accrue for each Payment Date from and including the most recent Payment Date on which interest has been paid to but excluding such Payment Date or, for the initial Payment Date, from and including the Closing Date to but excluding such Payment Date. Interest will be computed on the basis of a 360-day year [and the actual number of days elapsed in each interest period][consisting of twelve 30 day months]. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof. The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal balance of this Note. Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note. Unless the certificate of authentication hereon has been executed by or on behalf of the Indenture Trustee, by manual signature, this Note shall not be entitled to any benefit under the 113 Denominations of $100,000 and increments of $1,000 in excess thereof. Indenture or the Indenture Supplement referred to on the reverse hereof, or be valid for any purpose.BANK: KEYBANK NATIONAL ASSOCIATION By: Name: Title: DELTA PETROLEUM CORPORATION BANK: