Common use of Right to Acquire Limited Partner Interests Clause in Contracts

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 Section 16.2 Further Action 68 Section 16.3 Binding Effect 68 Section 16.4 Integration 68 Section 16.5 Creditors 68 Section 16.6 Waiver 68 Section 16.7 Counterparts 68 Section 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 Section 16.9 Invalidity of Provisions 69 Section 16.10 Consent of Partners 70 Section 16.11 Facsimile Signatures 70 Section 16.12 Third Party Beneficiaries 70 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LP THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LP, dated as of April 13, 2011 and effective as of the Effective Time, is entered into by and among CVR GP, LLC, a Delaware limited liability company, as the 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:

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 55 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 56 Section 16.2 Further Action 68 57 Section 16.3 Binding Effect 68 57 Section 16.4 Integration 68 57 Section 16.5 Creditors 68 57 Section 16.6 Waiver 68 57 Section 16.7 Counterparts 68 57 Section 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 57 Section 16.9 Invalidity of Provisions 69 58 Section 16.10 Consent of Partners 70 58 Section 16.11 Facsimile Signatures 70 58 Section 16.12 Third Third-Party Beneficiaries 70 58 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, DYNAGAS LNG PARTNERS LP THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, DYNAGAS LNG PARTNERS LP, dated as of April 13November 18, 2011 and effective as of the Effective Time2013, is entered into by and among CVR GP, between Dynagas GP LLC, a Delaware Xxxxxxxx Islands limited liability company, as the General Partner, and Coffeyville Resources, LLCDynagas Holding Ltd., a Delaware limited liability Xxxxxxxx Islands 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:

Right to Acquire Limited Partner Interests. 69 Article XVICORPORATE TREATMENT Section 15.1 Right to Acquire Limited Partner Interests 66 ARTICLE XVI 16.1 Corporate or Entity Treatment 71 Article XVII GENERAL PROVISIONS Section 16.1 17.1 Addresses and Notices 67 Notices; Written Communications 71 Section 16.2 17.2 Further Action 68 72 Section 16.3 17.3 Binding Effect 68 72 Section 16.4 17.4 Integration 68 72 -4- Section 16.5 17.5 Creditors 68 73 Section 16.6 17.6 Waiver 68 73 Section 16.7 17.7 Third-Party Beneficiaries 73 Section 17.8 Counterparts 68 73 Section 16.8 17.9 Applicable Law; Forum, ; Venue and Jurisdiction 69 Jurisdiction; Waiver of Trial by Jury 73 Section 16.9 17.10 Invalidity of Provisions 69 74 Section 16.10 17.11 Consent of Partners 70 74 Section 16.11 17.12 Facsimile Signatures 70 Section 16.12 Third Party Beneficiaries 70 75 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, OASIS MIDSTREAM PARTNERS LP THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LP, OASIS MIDSTREAM PARTNERS LP dated as of April 13[__], 2011 and effective as of the Effective Time, 2021 is entered into by and among CVR GP, between OMP GP LLC, a Delaware limited liability company, as the General Partner, and Coffeyville Resources, OMS Holdings LLC, a Delaware limited liability company, as the Organizational Limited Partner, together with any other Persons who are or 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:

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 95 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 97 Section 16.2 Further Action 68 97 Section 16.3 Binding Effect 68 97 Section 16.4 Integration 68 97 Section 16.5 Creditors 68 98 Section 16.6 Waiver 68 98 Section 16.7 Counterparts 68 98 Section 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 Law 98 Section 16.9 Invalidity of Provisions 69 98 Section 16.10 Consent of Partners 70 Section 16.11 Facsimile Signatures 70 Section 16.12 Third Party Beneficiaries 70 98 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LP XXXXXX MIDSTREAM PARTNERS L.P. THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LPXXXXXX MIDSTREAM PARTNERS L.P., dated as of April 13November 25, 2011 and effective as of the Effective Time2009, is entered into by and among CVR GP, Xxxxxx Midstream GP LLC, a Delaware limited liability company, as the General Partner, and Coffeyville Resources, Xxxxxx Resource 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:

Right to Acquire Limited Partner Interests. 68 Section 15.1 Right to Acquire Limited Partner Interests 66 68 ARTICLE XVI GENERAL PROVISIONS 70 Section 16.1 Addresses and Notices 67 Notices; Written Communications 70 Section 16.2 Further Action 68 70 Section 16.3 Binding Effect 68 70 Section 16.4 Integration 68 71 Section 16.5 Creditors 68 71 Section 16.6 Waiver 68 71 Section 16.7 Counterparts 68 Third-Party Beneficiaries 71 Section 16.8 Counterparts 71 Section 16.9 Applicable Law; Law; Forum, Venue and Jurisdiction 69 Jurisdiction; Waiver of Trial by Jury 71 Section 16.9 16.10 Invalidity of Provisions 69 72 Section 16.10 16.11 Consent of Partners 70 Section 16.11 Facsimile Signatures 70 72 Section 16.12 Third Party Beneficiaries 70 SECOND Facsimile and Email Signatures 72 FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR XXXXXXX ROYALTY PARTNERS, LP THIS SECOND FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR XXXXXXX ROYALTY PARTNERS, LP, dated as of April 13February 8, 2011 and effective as of the Effective Time2017, is entered into by and among CVR between XXXXXXX ROYALTY GP, LLC, a Delaware limited liability company, as the General Partner, and Coffeyville ResourcesRIVERCREST ROYALTIES, 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:

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 83 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 85 Section 16.2 Further Action 68 85 Section 16.3 Binding Effect 68 85 Section 16.4 Integration 68 85 Section 16.5 Creditors 68 86 Section 16.6 Waiver 68 86 Section 16.7 Counterparts 68 86 Section 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 86 Section 16.9 Invalidity of Provisions 69 87 Section 16.10 Consent of Partners 70 87 Section 16.11 Facsimile Signatures 70 87 Section 16.12 Third Third-Party Beneficiaries 70 SECOND 87 FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LP PIONEER SOUTHWEST ENERGY PARTNERS L.P. THIS SECOND FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LPPIONEER SOUTHWEST ENERGY PARTNERS L.P., dated as of April 13May 6, 2011 and effective as of the Effective Time2008, is entered into by and among CVR GP, between Pioneer Natural Resources GP LLC, a Delaware limited liability company, as the General Partner, and Coffeyville ResourcesPioneer Natural Resources USA, LLCInc., a Delaware limited liability companycorporation, 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:

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 77 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 Notices; Written Communications 78 Section 16.2 Further Action 68 79 Section 16.3 Binding Effect 68 79 Section 16.4 Integration 68 79 Section 16.5 Creditors 68 79 Section 16.6 Waiver 68 79 Section 16.7 Counterparts 68 Third-Party Beneficiaries 79 Section 16.8 Counterparts 79 Section 16.9 Applicable Law; Forum, Venue and Jurisdiction 69 79 Section 16.9 16.10 Invalidity of Provisions 69 80 Section 16.10 16.11 Consent of Partners 70 80 Section 16.11 16.12 Facsimile Signatures 70 Section 16.12 Third Party Beneficiaries 70 SECOND 81 FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERSINERGY MIDSTREAM, LP L.P. THIS SECOND FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERSINERGY MIDSTREAM, LPL.P., dated as of April 13December 21, 2011 and effective as of the Effective Time2011, is entered into by and among CVR NRGM GP, LLC, a Delaware limited liability company, as the General Partner, and Coffeyville Resources, LLC, a Delaware limited liability company, the Initial Limited Partners (as the Organizational Limited Partnerdefined herein), 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:

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 91 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 92 Section 16.2 Further Action 68 93 Section 16.3 Binding Effect 68 93 Section 16.4 Integration 68 93 Section 16.5 Creditors 68 93 Section 16.6 Waiver 68 93 Section 16.7 Counterparts 68 93 Section 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 93 Section 16.9 Invalidity of Provisions 69 94 Section 16.10 Consent of Partners 70 95 Section 16.11 Facsimile Signatures 70 95 Section 16.12 Third Third-Party Beneficiaries 70 SECOND 95 THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, KNOT OFFSHORE PARTNERS LP THIS SECOND THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, KNOT OFFSHORE PARTNERS LP, dated as of April 13[June 30], 2011 and effective as of the Effective Time2017, is entered into by and among CVR GP, between KNOT Offshore Partners GP LLC, a Delaware Xxxxxxxx Islands limited liability company, as the General Partner, and Coffeyville Resources, LLC, a Delaware limited liability company, as the Organizational Limited Partner, together with any other Persons who are or become Partners in the Partnership or parties hereto hereto, as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:.

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 96 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 97 Section 16.2 Further Action 68 98 Section 16.3 Binding Effect 68 98 Section 16.4 Integration 68 98 Section 16.5 Creditors 68 98 Section 16.6 Waiver 68 98 Section 16.7 Counterparts 68 Third-Party Beneficiaries 99 Section 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 Counterparts 99 Section 16.9 Applicable Law 99 Section 16.10 Invalidity of Provisions 69 99 Section 16.10 16.11 Consent of Partners 70 99 Section 16.11 16.12 Facsimile Signatures 70 Section 16.12 Third Party Beneficiaries 70 SECOND 99 FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR DCP MIDSTREAM PARTNERS, LP THIS SECOND FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR DCP MIDSTREAM PARTNERS, LP, LP dated as of April 13December 7, 2011 and effective as of the Effective Time2005, is entered into by and among CVR between DCP Midstream GP, LLCLP, a Delaware limited liability companypartnership, as the General Partner, and Coffeyville ResourcesDuke Energy Field Services, 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:

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 63 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 65 Section 16.2 Further Action 68 65 Section 16.3 Binding Effect 68 65 Section 16.4 Integration 68 65 Section 16.5 Creditors 68 66 Section 16.6 Waiver 68 66 Section 16.7 Counterparts 68 Third-Party Beneficiaries 66 Section 16.8 Counterparts 66 Section 16.9 Applicable Law; Forum, ; Venue and Jurisdiction 69 Jurisdiction; Waiver of Trial by Jury 66 Section 16.9 16.10 Invalidity of Provisions 69 67 Section 16.10 16.11 Consent of Partners 70 67 Section 16.11 16.12 Facsimile Signatures 70 Section 16.12 Third Party Beneficiaries 70 67 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERSPLAINS GP HOLDINGS, LP THIS L.P. This SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERSPLAINS GP HOLDINGS, LP, L.P. dated as of April 13[·], 2011 and effective as of the Effective Time2016, is entered into by and among CVR GP, PAA GP Holdings LLC, a Delaware limited liability company, as the General Partner, and Coffeyville Resources, LLC, a Delaware limited liability company, as the Organizational Limited Partner, together with any other Persons who are or 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:.

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 62 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 63 Section 16.2 Further Action 68 64 Section 16.3 Binding Effect 68 64 Section 16.4 Integration 68 64 Section 16.5 Creditors 68 64 Section 16.6 Waiver 68 64 Section 16.7 Counterparts 68 64 Section 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 64 Section 16.9 Invalidity of Provisions 69 65 Section 16.10 Consent of Partners 70 65 Section 16.11 Facsimile Signatures 70 65 Section 16.12 Third Party Beneficiaries 70 SECOND 66 FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, PETROLOGISTICS LP THIS SECOND FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, PETROLOGISTICS LP, dated as of April 13May 3, 2011 2012 and effective as of the Effective Time, is entered into by and among CVR GP, PetroLogistics GP LLC, a Delaware limited liability company, as the General Partner, and Coffeyville Resources, Propylene 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:

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 94 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 95 Section 16.2 Further Action 68 96 Section 16.3 Binding Effect 68 96 Section 16.4 Integration 68 96 Section 16.5 Creditors 68 96 Section 16.6 Waiver 68 96 Section 16.7 Counterparts 68 96 Section 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 Law 96 Section 16.9 Invalidity of Provisions 69 96 Section 16.10 Consent of Partners 70 96 Section 16.11 Facsimile Signatures 70 97 Section 16.12 Third Party Beneficiaries 70 SECOND AMENDED AND RESTATED 97 AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LP THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LP, LP dated as of April 13, 2011 and effective as of the Effective Time2007, 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 ResourcesCVR LP, 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:

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 85 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 86 Section 16.2 Further Action 68 86 Section 16.3 Binding Effect 68 86 Section 16.4 Integration 68 86 Section 16.5 Creditors 68 86 Section 16.6 Waiver 68 86 Section 16.7 Counterparts 68 86 Section 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 86 Section 16.9 Invalidity of Provisions 69 88 Section 16.10 Consent of Partners 70 88 Section 16.11 Facsimile Signatures 70 88 Section 16.12 Third Third-Party Beneficiaries 70 SECOND 88 FORM OF FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, KNOT OFFSHORE PARTNERS LP THIS SECOND FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, KNOT OFFSHORE PARTNERS LP, dated as of April 13September [●], 2011 and effective as of 2021 (the “Effective TimeDate”), is entered into by and among CVR GP, between KNOT Offshore Partners GP LLC, a Delaware Mxxxxxxx Islands limited liability company, as the General Partner, and Coffeyville Resources, LLC, a Delaware limited liability company, as the Organizational Limited Partner, together with any other Persons who are or become Partners in the Partnership or parties hereto hereto, as provided herein. In consideration of the covenants, conditions and agreements contained herein, the parties hereto hereby agree as follows:.

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 87 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 Notices; Written Communications 88 Section 16.2 Further Action 68 89 Section 16.3 Binding Effect 68 89 Section 16.4 Integration 68 89 Section 16.5 Creditors 68 89 Section 16.6 Waiver 68 89 Section 16.7 Counterparts 68 Third-Party Beneficiaries 89 Section 16.8 Counterparts 90 Section 16.9 Applicable Law; Forum, Venue and Jurisdiction 69 90 Section 16.9 16.10 Invalidity of Provisions 69 91 Section 16.10 16.11 Consent of Partners 70 Section 16.11 Facsimile Signatures 70 91 Section 16.12 Third Party Beneficiaries 70 SECOND AMENDED AND RESTATED Facsimile and Email Signatures 91 AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, XXXXXXX PRODUCTION PARTNERS LP THIS SECOND AMENDED AND RESTATED This AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LP, XXXXXXX PRODUCTION PARTNERS LP dated as of April 13March 6, 2011 and effective as of the Effective Time2015, is entered into by and among CVR GP, between Xxxxxxx Production Partners GP LLC, a Delaware limited liability company, as the 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:

Right to Acquire Limited Partner Interests. 77 Section 15.1 Right to Acquire Limited Partner Interests 66 ARTICLE Interests. 77 Article XVI GENERAL PROVISIONS 78 Section 16.1 Addresses and Notices 67 Notices; Written Communications. 78 Section 16.2 Further Action 68 Action. 79 Section 16.3 Binding Effect 68 Effect. 79 Section 16.4 Integration 68 Integration. 79 Section 16.5 Creditors 68 Creditors. 79 Section 16.6 Waiver 68 Waiver. 79 Section 16.7 Counterparts 68 Third-Party Beneficiaries. 79 Section 16.8 Counterparts. 79 Section 16.9 Applicable Law; Forum, ; Venue and Jurisdiction 69 Jurisdiction; Waiver of Trial by Jury. 80 Section 16.9 16.10 Invalidity of Provisions 69 Provisions. 80 Section 16.10 16.11 Consent of Partners 70 Section 16.11 Facsimile Signatures 70 Partners. 81 Section 16.12 Third Party Beneficiaries 70 Facsimile and Email Signatures. 81 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR DELEK LOGISTICS PARTNERS, LP THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR DELEK LOGISTICS PARTNERS, LP, dated as of April August 13, 2011 and effective as of the Effective Time2020, is entered into by and among CVR between Delek Logistics GP, LLC, a Delaware limited liability company, as the 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:.

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 Section 16.2 Further Action 68 67 Section 16.3 Binding Effect 68 67 Section 16.4 Integration 68 67 Section 16.5 Creditors 68 67 Section 16.6 Waiver 68 67 Section 16.7 Counterparts 68 Section 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 68 Section 16.9 Invalidity of Provisions 69 68 Section 16.10 Consent of Partners 70 68 Section 16.11 Facsimile Signatures 70 68 Section 16.12 Third Party Beneficiaries 70 SECOND 69 FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, XXXXXXX RESOURCES LP THIS SECOND FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, XXXXXXX RESOURCES LP, dated as of April 13October 30, 2011 and effective as of the Effective Time2013, is entered into by and among CVR GP, between Xxxxxxx Resources GP LLC, a Delaware limited liability company, as the General Partner, and Coffeyville Resources, LLC, a Delaware limited liability company, the Initial Limited Partners (as the Organizational Limited Partnerdefined herein), 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:

Right to Acquire Limited Partner Interests. Section SECTION 15.1 Right to Acquire Limited Partner Interests 66 95 ARTICLE XVI GENERAL PROVISIONS Section SECTION 16.1 Addresses and Notices 67 Section 97 SECTION 16.2 Further Action 68 Section 98 SECTION 16.3 Binding Effect 68 Section 98 SECTION 16.4 Integration 68 Section 98 SECTION 16.5 Creditors 68 Section 98 SECTION 16.6 Waiver 68 Section 98 SECTION 16.7 Counterparts 68 Section 98 SECTION 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 Section Law 98 SECTION 16.9 Invalidity of Provisions 69 Section 98 SECTION 16.10 Consent of Partners 70 Section 16.11 Facsimile Signatures 70 Section 16.12 Third Party Beneficiaries 70 SECOND 99 THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR ALLIANCE RESOURCE PARTNERS, LP L.P. THIS SECOND THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR ALLIANCE RESOURCE PARTNERS, LP, L.P. dated as of April 13June 16, 2011 and effective as of the Effective Time2014, is entered into by and among CVR Alliance Resource Management GP, LLC, a Delaware limited liability company, as the Managing General Partner, Partner and Coffeyville Resources, LLC, a Delaware limited liability company, as lawful agent and attorney-in-fact for the Organizational Limited PartnerPartners, 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:

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 96 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 97 Section 16.2 Further Action 68 98 Section 16.3 Binding Effect 68 98 Section 16.4 Integration 68 98 Section 16.5 Creditors 68 98 Section 16.6 Waiver 68 98 Section 16.7 Counterparts 68 98 Section 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 Law 98 Section 16.9 Invalidity of Provisions 69 99 Section 16.10 Consent of Partners 70 99 Section 16.11 Facsimile Signatures 70 99 Section 16.12 Third Party Beneficiaries 70 SECOND 99 FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LP THIS SECOND FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, LP, LP dated as of April 13October 24, 2011 and effective as of the Effective Time2007, 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:

Right to Acquire Limited Partner Interests. Section 15.1 Right to Acquire Limited Partner Interests 66 ARTICLE XVI GENERAL PROVISIONS Section 16.1 Addresses and Notices 67 Section 16.2 Further Action 68 Section 16.3 Binding Effect 68 Section 16.4 Integration 68 Section 16.5 Creditors 68 Section 16.6 Waiver 68 Section 16.7 Counterparts 68 Section 16.8 Applicable Law; Forum, Venue and Jurisdiction 69 68 Section 16.9 Invalidity of Provisions 69 Section 16.10 Consent of Partners 70 69 Section 16.11 Facsimile Signatures 70 69 Section 16.12 Third Party Beneficiaries 70 SECOND 69 FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, XXXXXXX RESOURCES LP THIS SECOND FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CVR PARTNERS, XXXXXXX RESOURCES LP, dated as of April 13October 30, 2011 and effective as of the Effective Time2013, is entered into by and among CVR GP, between Xxxxxxx Resources GP LLC, a Delaware limited liability company, as the General Partner, and Coffeyville Resources, LLC, a Delaware limited liability company, the Initial Limited Partners (as the Organizational Limited Partnerdefined herein), 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: