Exhibit 2.7

THIRD AMENDMENT TO NOTE PURCHASE AND GUARANTEE AGREEMENT

This Third Amendment to Note Purchase and Guarantee Agreement (this “Amendment”), dated as of October 27, 2015, is made by and among CHICAGO BRIDGE & IRON COMPANY (DELAWARE), a Delaware corporation (the “Company”), CHICAGO BRIDGE & IRON COMPANY N.V., a corporation incorporated under the laws of The Netherlands (the “Parent Guarantor” and, together with the Company, the “Obligors”), and each of the institutions set forth on the signature pages to this Amendment (collectively, the “Noteholders”).

RECITALS:

A. The Obligors and each of the Noteholders have heretofore entered into the Note Purchase and Guarantee Agreement dated as of December 27, 2012 (as amended, amended and restated, supplemented or otherwise modified, the “Note Purchase Agreement”), pursuant to which the Company issued (i) U.S. $150,000,000 aggregate principal amount of its 4.15% Senior Notes, Series A, due December 27, 2017, (ii) U.S. $225,000,000 aggregate principal amount of its 4.57% Senior Notes, Series B, due December 27, 2019, (iii) U.S. $275,000,000 aggregate principal amount of its 5.15% Senior Notes, Series C, due December 27, 2022 and (iv) U.S. $150,000,000 aggregate principal amount of its 5.30% Senior Notes, Series D, due December 27, 2024 (collectively, the “Notes”).

B. The Company and the Noteholders now desire to amend the Note Purchase Agreement in the respects, but only in the respects, hereinafter set forth.

C. Capitalized terms used herein shall have the respective meanings ascribed thereto in the Note Purchase Agreement unless herein defined or the context shall otherwise require.

D. All requirements of law have been fully complied with and all other acts and things necessary to make this Amendment a valid, legal and binding instrument according to its terms for the purposes herein expressed have been done or performed.

NOW, THEREFORE, the Obligors and the Noteholders, in consideration of good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, do hereby agree as follows:

1. Amendments to Note Purchase Agreement. Subject to the terms and conditions set forth herein, the Note Purchase Agreement (exclusive of Schedules thereto) is amended as follows:

(a) Section 10.3 of the Note Purchase Agreement is hereby amended by amending and restating the initial proviso to the second paragraph thereto to read as follows: “provided that there shall be excluded from any determination of a “substantial part” any (i) sale or disposition of assets in the ordinary course of business of the Obligors and their Subsidiaries (including sales or dispositions of worthless, damaged or obsolete equipment), (ii) any transfer of assets from any Obligor to any Subsidiary or from any Subsidiary to any Obligor or another Subsidiary, (iii) any sale or disposition in connection with Project Bluefin consummated on or prior to March 31, 2016 and (iv) any sale or disposition of property acquired by any Obligor or any Subsidiary after the date of this Agreement to any Person within 365 days following the acquisition or construction of such property by Obligor or such Subsidiary if an Obligor or such Subsidiary shall concurrently with such sale or other disposition, lease such property, as lessee;”.

(b) Section 10.8(b) of the Note Purchase Agreement is hereby amended by restating subsection (b) in its entirety to read as follows:

“(b) From and after the Release Date, the Parent Guarantor shall not permit its Consolidated Net Worth at any time on or after September 30, 2015 to be less than the sum of (x) seventy-five percent (75%) of the actual net worth of the Parent Guarantor and its Subsidiaries on a consolidated basis as of September 30, 2015 plus (y) fifty percent (50%) of the sum of Consolidated Net Income (if positive) earned in each fiscal quarter, commencing with the fiscal quarter ending on December 31, 2015.”

2. Amendment to Defined Terms. Schedule B to the Note Purchase Agreement is hereby amended by adding the following new definition in its proper alphabetical order:

‘“Project Bluefin” means, collectively, the acquisition by a direct, wholly owned subsidiary of Westinghouse Electric Company LLC (“WECLLC”) of all of the issued and outstanding shares of capital stock or membership interests of CB&I Stone & Webster, Inc. (the “Transferred Company”) pursuant to that certain Purchase Agreement by and among the Parent Guarantor, the Transferred Company, WECLLC and a direct, wholly owned subsidiary of WECLLC, as amended, and all transactions, sales of assets and dispositions pursuant thereto and in connection therewith.”’

3. Representations and Warranties of the Obligors. To induce the Noteholders to execute and deliver this Amendment (which representations shall survive the execution and delivery of this Amendment), each Obligor represents and warrants to the Noteholders that:

(a) this Amendment has been duly authorized, executed and delivered by it and this Amendment constitutes the legal, valid and binding obligation, contract and agreement of such Obligor enforceable against it in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws or equitable principles relating to or limiting creditors’ rights generally;

(b) the Note Purchase Agreement, as amended by this Amendment, constitutes the legal, valid and binding obligation, contract and agreement of such Obligor enforceable against it in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws or equitable principles relating to or limiting creditors’ rights generally;

(c) the execution, delivery and performance by such Obligor of this Amendment (i) has been duly authorized by all requisite corporate action and, if required, shareholder action, (ii) does not require the consent or approval of any governmental or regulatory body or agency, and (iii) will not (A) violate (1) any provision of law, statute, rule or regulation or its certificate of incorporation or bylaws, (2) any order of any court or any rule, regulation or order of any other agency or government binding upon it, or (3) any provision of any indenture, agreement or other instrument to which it is a party or by which its properties or assets are or may be bound, including, without limitation, any Credit Agreement, or (B) result in a breach or constitute (alone or with due notice or

lapse of time or both) a default under any indenture, agreement or other instrument referred to in clause (iii)(A)(3) of this Section 3(c);

(d) as of the date hereof immediately prior to and after giving effect to this Amendment, no Default or Event of Default has occurred which is continuing;

(e) no fee or form of other consideration is being given to any lender under any outstanding Credit Agreement to consent to the amendment to the Credit Agreements entered into on the date hereof;

(f) CB&I Stone & Webster, Inc. (the “Transferred Company”) is the direct or indirect owner of the following Subsidiaries: CB&I Contractors, Inc., Shaw Nuclear Services, Inc., Field Services, LLC, CB&I Nuclear Technology Solutions, LLC, Shaw Global Services, LLC, CB&I Stone & Webster Construction, Inc., CB&I Stone & Webster International, Inc., Stone & Webster Services, LLC and CB&I Stone & Webster Asia, Inc.; and

(g) all of the representations and warranties contained in Section 5 of the Note Purchase Agreement are true and correct in all material respects (in all respects in the case of representations and warranties qualified by materiality, Material Adverse Effect or similar language in the text thereof) with the same force and effect as if made by such Obligor on and as of the date hereof, except to the extent that such representations and warranties expressly relate solely to an earlier date or due solely as a result of actions taken by the Obligors in accordance with the covenants set forth in the Note Purchase Agreement.

4. Effectiveness; Conditions Precedent. This Amendment and the amendments to the Note Purchase Agreement provided in Sections 1 and 2 hereof shall be effective as of the date first written above upon the satisfaction of the following conditions precedent:

(a) executed counterparts of this Amendment, duly executed by the Obligors and the holders of not less than 51% of the outstanding principal of the Notes and consented to by the Subsidiary Guarantors shall have been delivered to the Noteholders;

(b) the Noteholders shall have received evidence of the execution and effectiveness of the Purchase Agreement by and among the Parent Guarantor, the Transferred Company, Westinghouse Electric Company LLC and a direct, wholly owned subsidiary of Westinghouse Electric Company LLC related to Project Bluefin;

(c) the representations and warranties of the Obligors set forth in Section 3 hereof are true and correct on and with respect to the date hereof;

(d) the Obligors shall have paid the fees and expenses of Chapman and Cutler LLP, counsel to the Noteholders in connection with the negotiation, preparation, approval, execution and delivery of this Amendment; and

(e) the Noteholders shall have received a copy of an amendment to each outstanding Credit Agreement incorporating substantially similar amendments to those contained in this Amendment.

5. Miscellaneous.

(a) This Amendment shall be construed in connection with and as part of the Note Purchase Agreement, and except as modified and expressly amended by this Amendment, all terms, conditions and covenants contained in the Note Purchase Agreement and the Notes are hereby ratified and shall be and remain in full force and effect.

(b) Each Subsidiary Guarantor (i) acknowledges and consents to all of the terms and conditions of this Amendment, (ii) affirms all of its obligations under its Subsidiary Guarantee, and (iii) agrees that this Amendment and all documents delivered in connection herewith do not operate to reduce or discharge its obligations under the Note Purchase Agreement or its Subsidiary Guarantee.

(c) Any and all notices, requests, certificates and other instruments executed and delivered after the execution and delivery of this Amendment may refer to the Note Purchase Agreement without making specific reference to this Amendment but nevertheless all such references shall include this Amendment unless the context otherwise requires.

(d) The descriptive headings of the various Sections or parts of this Amendment are for convenience only and shall not affect the meaning or construction of any of the provisions hereof.

(e) This Amendment shall be governed by and construed in accordance with New York law.

[Signature pages follow.]

IN WITNESS WHEREOF, the undersigned has duly executed this Amendment as of the date first written above.

CHICAGO BRIDGE & IRON COMPANY N.V., as the Parent Guarantor

By: CHICAGO BRIDGE & IRON COMPANY B.V., as its Managing Director

By:	/s/ Michael S. Taff
	Name:	Michael S. Taff
	Title:	Authorized Signatory

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

CHICAGO BRIDGE & IRON COMPANY, a Delaware corporation
By:	/s/ Michael S. Taff
	Name:	Michael S. Taff
	Title:	Authorized Signatory
CHICAGO BRIDGE & IRON COMPANY (DELAWARE)
By:	/s/ Michael S. Taff
	Name:	Michael S. Taff
	Title:	Authorized Signatory
CB&I TYLER COMPANY
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
CB&I INC.
By:	/s/ Michael S. Taff
	Name:	Michael S. Taff
	Title:	Authorized Signatory
CHICAGO BRIDGE & IRON COMPANY, an Illinois corporation
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
A&B BUILDERS, LTD.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
ASIA PACIFIC SUPPLY COMPANY
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

CBI AMERICAS LTD.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
CSA TRADING COMPANY, LTD.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
CB&I WOODLANDS L.L.C.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
CBI COMPANY LTD.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
CENTRAL TRADING COMPANY, LTD.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
CONSTRUCTORS INTERNATIONAL, L.L.C.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
HBI HOLDINGS, L.L.C.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

HOWE-BAKER INTERNATIONAL, L.L.C.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
HOWE-BAKER ENGINEERS, LTD.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
HOWE-BAKER HOLDINGS, L.L.C.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
HOWE-BAKER MANAGEMENT, L.L.C.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
HOWE-BAKER INTERNATIONAL MANAGEMENT L.L.C.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
MATRIX ENGINEERING, LTD.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
MATRIX MANAGEMENT SERVICES, L.L.C.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

OCEANIC CONTRACTORS, INC.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
CBI VENEZOLANA, S.A.
By:	/s/ Rui Orlando Gomes
	Name:	Rui Orlando Gomes
	Title:	Treasurer
CBI MONTAJES DE CHILE LIMITADA
By:	/s/ Rui Orlando Gomes
	Name:	Rui Orlando Gomes
	Title:	Director/Legal Representative
CB&I EUROPE B.V.
By:	/s/ Raymond Buckley
	Name:	Raymond Buckley
	Title:	Director
CBI EASTERN ANSTALT
By:	/s/ Raymond Buckley
	Name:	Raymond Buckley
	Title:	Director
CBI LUXEMBOURG S.a.r.L.
By:	/s/ William G. Lamb
	Name:	William G. Lamb
	Title:	Director

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

CB&I POWER COMPANY B.V. (f/k/a/ CMP HOLDINGS B.V.)
By:	/s/ Raymond Buckley
	Name:	Raymond Buckley
	Title:	Director
Executed by CBI Constructors Pty Ltd ACN 000 612 411 in accordance with section 127 of the Corporations Act 2001:
Ian Michael Bendesh /s/ Ian Michael Bendesh			Ross Adame /s/ Ross Adame
Director/company secretary			Director
/s/ IAN MICHAEL BENDESH			/s/ ROSS ADAME
Name of director/company secretary (BLOCK LETTERS)			Name of director (BLOCK LETTERS)
CBI ENGINEERING AND CONSTRUCTION
CONSULTANT (SHANGHAI) CO. LTD.
By:	/s/ Raymond Buckley
	Name:	Raymond Buckley
	Title:	Chairman
CBI (PHILIPPINES), INC.
By:	/s/ Peter K. Bennett
	Name:	Peter K. Bennett
	Title:	President
CBI OVERSEAS, LLC
By:	/s/ Walter Browning
	Name:	Walter Browning
	Title:	Secretary
CBI CONSTRUCTORS (PNG) PTY. LIMITED
By:	/s/ Peter K. Bennett
	Name:	Peter K. Bennett
	Title:	Director

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

CB&I CONSTRUCTORS LIMITED
By:	/s/ Kevin J. Forder
	Name:	Kevin J. Forder
	Title:	Director
CB&I HOLDINGS (U.K.) LIMITED
By:	/s/ Kevin J. Forder
	Name:	Kevin J. Forder
	Title:	Director
CB&I UK LIMITED
By:	/s/ Richard E. Chandler, Jr.
	Name:	Richard E. Chandler, Jr.
	Title:	Director
CB&I LUMMUS CREST LTD.
By:	/s/ L.T.M. Kester
	Name:	L.T.M. Kester
	Title:	Managing Director
CB&I MALTA LIMITED
By:	/s/ L.T.M. Kester
	Name:	L.T.M. Kester
	Title:	Director
LUTECH RESOURCES LIMITED
By:	/s/ L.T.M. Kester
	Name:	L.T.M. Kester
	Title:	Director
NETHERLANDS OPERATING COMPANY B.V.
By:	/s/ Imre A. Csoti
	Name:	Imre A. Csoti
	Title:	Director

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

CBI NEDERLAND B.V.
By:	/s/ Imre A. Csoti
	Name:	Imre A. Csoti
	Title:	Director
ARABIAN GULF MATERIAL SUPPLY COMPANY, LTD.
By:	/s/ Geoffrey R. Loft
	Name:	Geoffrey R. Loft
	Title:	Director
PACIFIC RIM MATERIAL SUPPLY COMPANY, LTD.
By:	/s/ Geoffrey R. Loft
	Name:	Geoffrey R. Loft
	Title:	Director
SOUTHERN TROPIC MATERIAL SUPPLY COMPANY, LTD.
By:	/s/ Geoffrey R. Loft
	Name:	Geoffrey R. Loft
	Title:	Director
CHICAGO BRIDGE & IRON (ANTILLES) N.V.
By:	/s/ Douglas Arthur Willard
	Name:	Douglas Arthur Willard
	Title:	Managing Director
LUMMUS TECHNOLOGY HEAT TRANSFER B.V.
By:	/s/ Richard E. Chandler, Jr.
	Name:	Richard E. Chandler, Jr.
	Title:	Director
LEALAND FINANCE COMPANY B.V.
By:	/s/ Michael S. Taff
	Name:	Michael S. Taff
	Title:	Managing Director

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

CB&I FINANCE COMPANY LIMITED
By:	/s/ Kevin J. Forder
	Name:	Kevin J. Forder
	Title:	Director
CB&I OIL & GAS EUROPE B.V.
By:	/s/ Michael S. Taff
	Name:	Michael S. Taff
	Title:	Managing Director
CBI COLOMBIANA S.A.
By:	/s/ Michael S. Taff
	Name:	Michael S. Taff
	Title:	Director
CHICAGO BRIDGE & IRON COMPANY B.V.
By:	/s/ Michael S. Taff
	Name:	Michael S. Taff
	Title:	Managing Director
LUMMUS INTERNATIONAL CORPORATION
By:	/s/ John R. Albanese, Jr.
	Name:	John R. Albanese, Jr.
	Title:	Vice President – Finance – Treasurer
HUA LU ENGINEERING CO., LTD.
By:	/s/ John R. Albanese, Jr.
	Name:	John R. Albanese, Jr.
	Title:	Director
CB&I TECHNOLOGY VENTURES, INC.
(f/k/a LUMMUS CATALYST COMPANY LTD.)
By:	/s/ John R. Albanese, Jr.
	Name:	John R. Albanese, Jr.
	Title:	Vice President & Treasurer

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

LUMMUS OVERSEAS CORPORATION
By:	/s/ John R. Albanese, Jr.
	Name:	John R. Albanese, Jr.
	Title:	Vice President & Treasurer
CATALYTIC DISTILLATION       TECHNOLOGIES
By:	/s/ John R. Albanese, Jr.
	Name:	John R. Albanese, Jr.
	Title:	Management Committee Member
LUMMUS TECHNOLOGY, INC.
By:	/s/ John R. Albanese, Jr.
	Name:	John R. Albanese, Jr.
	Title:	CFO & Treasurer
CBI SERVICES, INC.
By:	/s/ Philip Asherman
	Name:	Philip Asherman
	Title:	Director
WOODLANDS INTERNATIONAL       INSURANCE COMPANY
By:	/s/ Robert Havlick
	Name:	Robert Havlick
	Title:	Director
CB&I HUNGARY HOLDING LIMITED       LIABILITY COMPANY
By:	/s/ Virginia M. Stanley
	Name:	Virginia M. Stanley
	Title:	Managing Director
LUMMUS NOVOLEN TECHNOLOGY GMBH
By:	/s/ Godofredo Follmer
	Name:	Godofredo Follmer
	Title:	Managing Director

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

CB&I LUMMUS GMBH
By:	/s/ Andreas Schwarzhaupt
	Name:	Andreas Schwarzhaupt
	Title:	Managing Director
CB&I S.R.O.
By:	/s/ Jiri Gregor
	Name:	Jiri Gregor
	Title:	Managing Director
CBI PERUANA S.A.C.
By:	/s/ Peter Rano
	Name:	Peter Rano
	Title:	General Manager
HORTON CBI LIMITED
By:	/s/ Marc R. Beauregard
	Name:	Marc R. Beauregard
	Title:	President
CB&I (NIGERIA) LIMITED
By:	/s/ Douglas Arthur Willard
	Name:	Douglas Arthur Willard
	Title:	Director
CB&I SINGAPORE PTE LTD.
By:	/s/ Michael S. Taff
	Name:	Michael S. Taff
	Title:	Director
CB&I NORTH CAROLINA, INC.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Director

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

SHAW ALLOY PIPING PRODUCTS, LLC
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Manager
CB&I Walker LA, L.L.C.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Manager
CB&I CONTRACTORS INC. (f/k/a SHAW CONSTRUCTORS, INC.)
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Director
CB&I STONE & WEBSTER CONSTRUCTION, INC.
(f/k/a STONE & WEBSTER CONSTRUCTION, INC.)
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Director
CB&I STONE & WEBSTER, INC. (f/k/a STONE & WEBSTER, INC.)
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Director
CB&I STONE & WEBSTER ASIA, INC. (f/k/a STONE & WEBSTER ASIA, INC.)
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Director
CB&I ENVIRONMENTAL & INFRASTRUCTURE, INC.
(f/k/a SHAW ENVIRONMENTAL, INC.)
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Director

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

CB&I OVERSEAS (FAR EAST) LTD.
By:	/s/ William G. Lamb
	Name:	William G. Lamb
	Title:	Director
THE SHAW GROUP INC.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer
LUMMUS GASIFICATION TECHNOLOGY LICENSING COMPANY
By:	/s/ John R. Albanese, Jr.
	Name:	John R. Albanese, Jr.
	Title:	Director
CB&I LAURENS, INC.
By:	/s/ William G. Lamb
	Name:	William G. Lamb
	Title:	Vice President – Global Tax
CB&I GOVERNMENT SOLUTIONS, INC.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Director
SHAW SSS FABRICATORS, INC.
By:	/s/ Luciano Reyes
	Name:	Luciano Reyes
	Title:	Treasurer

[Signature to Amendment No. 3 to 2012 Note Purchase Agreement]

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

AMERICAN HOME ASSURANCE COMPANY
AIG PROPERTY CASUALTY COMPANY (f/k/a Chartis Property Casualty Company)
COMMERCE AND INDUSTRY INSURANCE COMPANY
NEW HAMPSHIRE INSURANCE COMPANY
THE INSURANCE COMPANY OF THE STATE OF PENNSYLVANIA
AMERICAN GENERAL LIFE INSURANCE COMPANY (s/b/m with Sunamerica Life Insurance Company)
THE UNITED STATES LIFE INSURANCE COMPANY IN THE CITY OF NEW YORK
AMERICAN GENERAL LIFE INSURANCE COMPANY (s/b/m with Western National Life Insurance Company)
THE VARIABLE ANNUITY LIFE INSURANCE COMPANY
By:	AIG ASSET MANAGEMENT (U.S.), LLC, as Investment Adviser
By:	/s/ James Michael Reynolds
	James Michael Reynolds, Vice President
We acknowledge that American Home Assurance Company holds $10,000,000.00 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that AIG Property Casualty Company (f/k/a Chartis Property Casualty Company) holds $9,000,000.00 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that Commerce and Industry Insurance Company holds $15,000,000.00 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that New Hampshire Insurance Company holds $9,000,000.00 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that The Insurance Company of the State of Pennsylvania holds $9,000,000.00 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that American General Life Insurance Company (s/b/m with SunAmerica Life Insurance Company) holds $15,000,000.00 of the 5.15% Senior Notes, Series C, due December 27, 2022.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

We acknowledge that American General Life Insurance Company holds $4,500,000.00 of the 5.15% Senior Notes, Series C, due December 27, 2022.

We acknowledge that The United States Life Insurance Company in the City of New York holds $25,000,000.00 of the 5.15% Senior Notes, Series C, due December 27, 2022.

UNITED SERVICES AUTOMOBILE ASSOCIATION
CATASTROPHE REINSURANCE COMPANY
USAA CASUALTY INSURANCE COMPANY
USAA GENERAL INDEMNITY COMPANY
GARRISON PROPERTY & CASUALTY INSURANCE
COMPANY
By:	/s/ Donna J. Baggerly
	Name: Donna J. Baggerly
	Title:   Vice President-Insurance Portfolios
We acknowledge that United Services Automobile Association holds $10,000,000 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that Catastrophe Reinsurance Company holds $6,000,000 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that USAA Casualty Insurance Company holds $5,000,000 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that USAA General Indemnity Company holds $2,000,000 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that Garrison Property & Casualty Insurance Company holds $2,000,000 of the 4.57% Senior Notes, Series B, due December 27, 2019.
USAA LIFE INSURANCE COMPANY
By:	/s/ James F. Jackson, Jr.
	Name: James F. Jackson, Jr.
	Title:   Executive Director
We acknowledge that USAA Life Insurance Company holds $12,000,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.
We acknowledge that USAA Life Insurance Company holds $45,000,000 of the 5.30% Senior Notes, Series D, due December 27, 2024.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

METROPOLITAN LIFE INSURANCE COMPANY
METLIFE INSURANCE COMPANY USA F/K/A METLIFE INSURANCE COMPANY OF CONNECTICUT AND AS SUCCESSOR BY MERGER TO
METLIFE INVESTORS USA INSURANCE COMPANY AND METLIFE INVESTORS INSURANCE COMPANY by Metropolitan Life Insurance Company, its Investment       Manager
FIRST METLIFE INVESTORS INSURANCE COMPANY by Metropolitan Life Insurance Company, its Investment       Manager
GENERAL AMERICAN LIFE INSURANCE COMPANY by Metropolitan Life Insurance Company, its Investment Manager
By:	/s/ John Wills
	Name: John Wills
	Title:   Managing Director
We acknowledge that Metropolitan Life Insurance Company holds $17,000,000.00 of the 4.15% Senior Notes, Series A, due December 27, 2017.
We acknowledge that MetLife Insurance Company USA holds $9,500,000.00 of the 4.15% Senior Notes, Series A, due December 27, 2017.
We acknowledge that General American Life Insurance Company holds $7,000,000.00 of the 4.15% Senior Notes, Series A, due December 27, 2017.
We acknowledge that Metropolitan Life Insurance Company holds $15,000,000.00 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that MetLife Insurance Company USA holds $9,000,000.00 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that General American Life Insurance Company holds $1,500,000.00 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that First MetLife Investors Insurance Company holds $1,500,000.00 of the 4.57% Senior Notes, Series B, due December 27, 2019.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement

METLIFE INSURANCE K.K.
F/K/A METLIFE ALICO LIFE INSURANCE K.K. by MetLife Investment Advisors, LLC, its Investment       Manager
AXIS REINSURANCE COMPANY by MetLife Investment Advisors, LLC, its Investment       Manager
By:	/s/ John Wills
	Name: John Wills
	Title:   Managing Director
We acknowledge that MetLife Insurance K.K. holds $14,500,000.00 of the 4.15% Senior Notes, Series A, due December 27, 2017.
We acknowledge that Axis Reinsurance Company holds $7,372,000.00 of the 5.15% Senior Notes, Series C, due December 27, 2022.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

THE NORTHWESTERN MUTUAL LIFE INSURANCE
COMPANY
By:	Northwestern Mutual Investment Management
	Company, LC, its investment adviser
By:	/s/ Howard Stern
	Name: Howard Stern
	Title:   Managing Director
We acknowledge that The Northwestern Mutual Life Insurance Company holds $30,000,000 of the 4.15% Senior Notes, Series A, due December 27, 2017.
We acknowledge that The Northwestern Mutual Life Insurance Company holds $23,500,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.
NORTHWESTERN LONG TERM CARE INSURANCE
COMPANY
By:	/s/ Howard Stern
	Name: Howard Stern
	Title:   Its Authorized Agent
We acknowledge that Northwestern Long Term Care Insurance Company holds $2,500,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

FIDELITY & GUARANTY LIFE INSURANCE COMPANY
By:	/s/ Thomas Cunningham
	Name: Thomas Cunningham
	Title:   Vice President
We acknowledge that Fidelity & Guaranty Life Insurance Company holds $ 15,000,000 of the 4.15% Senior Notes, Series A, due December 27, 2017.
We acknowledge that Fidelity & Guaranty Life Insurance Company holds $15,000,000 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that Fidelity & Guaranty Life Insurance Company holds $15,000,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

THE LINCOLN NATIONAL LIFE INSURANCE COMPANY
By:	Delaware Investment Advisers, a series of Delaware Management Business Trust,
	Attorney in Fact
By:	/s/ Karl Spaeth
	Name: Karl Spaeth
	Title:   Vice President
We acknowledge that The Lincoln National Life Insurance Company holds $35,000,000 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that The Lincoln National Life Insurance Company holds $11,000,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.
LINCOLN LIFE & ANNUITY COMPANY OF NEW YORK
By:	Delaware Investment Advisers, a series of Delaware Management Business Trust,
	Attorney in Fact
By:	/s/ Karl Spaeth
	Name: Karl Spaeth
	Title:   Vice President
We acknowledge that Lincoln Life & Annuity Company of New York holds $9,000,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
By:	Babson Capital Management LLC as Investment Adviser
By:	/s/ John B. Wheeler
	Name: John B. Wheeler
	Title:   Managing Director
We acknowledge that Massachusetts Mutual Life Insurance Company holds $7,900,000 of the 4.15% Senior Notes, Series A, due December 27, 2017.
We acknowledge that Massachusetts Mutual Life Insurance Company holds $8,600,000 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that Massachusetts Mutual Life Insurance Company holds $8,950,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.
C.M. LIFE INSURANCE COMPANY
By:	Babson Capital Management LLC as Investment Adviser
By:	/s/ John B. Wheeler
	Name: John B. Wheeler
	Title:   Managing Director
We acknowledge that C.M. Life Insurance Company holds $1,100,000 of the 4.15% Senior Notes, Series A, due December 27, 2017.
We acknowledge that C.M. Life Insurance Company holds $1,400,000 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that C.M. Life Insurance Company holds $1,050,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

UNITED OF OMAHA LIFE INSURANCE COMPANY
By:	/s/ Justin P. Kavan
	Name: Justin P. Kavan
	Title:   Senior Vice President
We acknowledge that United of Omaha Life Insurance Company holds $20,000,000 of the 5.30% Senior Notes, Series D, due December 27, 2024.
MUTUAL OF OMAHA INSURANCE COMPANY
By:	/s/ Justin P. Kavan
	Name: Justin P. Kavan
	Title:   Senior Vice President
We acknowledge that Mutual of Omaha Insurance Company holds $7,000,000 of the 5.30% Senior Notes, Series D, due December 27, 2024.
COMPANION LIFE INSURANCE COMPANY
By:	/s/ Justin P. Kavan
	Name: Justin P. Kavan
	Title:   An Authorized Signer
We acknowledge that Companion Life Insurance Company holds $1,000,000 of the 5.30% Senior Notes, Series D, due December 27, 2024.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

MODERN WOODMEN OF AMERICA
By:	/s/ Douglas A. Pannier
	Name: Douglas A. Pannier
	Title:   Group Head – Private Placements
We acknowledge that Modern Woodmen of America holds $10,000,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.
We acknowledge that Modern Woodmen of America holds $15,000,000 of the 5.30% Senior Notes, Series D, due December 27, 2024.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

CMFG LIFE INSURANCE COMPANY
CUMIS INSURANCE SOCIETY, INC.
By:	MEMBERS Capital Advisors, Inc.
	Acting as Investment Advisor
By:	/s/ Allen R. Cantrell
	Name: Allen R. Cantrell
	Title:   Managing Director, Investments
We acknowledge that CMFG Life Insurance Company holds $5,000,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.
We acknowledge that CUMIS Insurance Society, Inc. holds $1,000,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.
We acknowledge that CMFG Life Insurance Company holds $5,000,000 of the 5.30% Senior Notes, Series D, due December 27, 2024.
We acknowledge that CUMIS Insurance Society, Inc. holds $1,000,000 of the 5.30% Senior Notes, Series D, due December 27, 2024.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

PHOENIX LIFE INSURANCE COMPANY
By:	/s/ Nelson Correa
	Name: Nelson Correa
	Title:   Senior Managing Director, Private Placements
We acknowledge that Phoenix Life Insurance Company holds $5,000,000 of the 4.15% Senior Notes, Series A, due December 27, 2017.
PHL VARIABLE INSURANCE COMPANY
By:	/s/ Nelson Correa
	Name: Nelson Correa
	Title:   Its Duly Authorized Officer
We acknowledge that PHL Variable Insurance Company holds $5,000,000 of the 4.15% Senior Notes, Series A, due December 27, 2017.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

FARM BUREAU LIFE INSURANCE COMPANY
By:	/s/ Herman L. Riva
	Name: Herman L. Riva
	Title:   Securities Vice President
We acknowledge that Farm Bureau Life Insurance Company holds $8,000,000.00 of the 5.30% Senior Notes, Series D, due December 27, 2024.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

SOUTHERN FARM BUREAU LIFE INSURANCE
COMPANY
By:	/s/ David Divine
	Name: David Divine
	Title: Senior Portfolio Manager
We acknowledge that Southern Farm Bureau Life Insurance Company holds $6,000,000 of the 4.15% Senior Notes, Series A, due December 27, 2017.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

ASSURITY LIFE INSURANCE COMPANY
By:	/s/ Victor Weber
	Name: Victor Weber
	Title:   Senior Director - Investments
We acknowledge that Assurity Life Insurance Company holds $3,000,000 of the 4.57% Senior Notes, Series B, due December 27, 2019.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

PAN-AMERICAN LIFE INSURANCE COMPANY
By:	/s/ Lisa Baudet
	Name: Lisa Baudet
	Title:   Vice President, Securities
We acknowledge that Pan-American Life Insurance Company holds $3,000,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

VOYA RETIREMENT INSURANCE AND ANNUITY
COMPANY (F/K/A ING LIFE INSURANCE AND
ANNUITY COMPANY)
VOYA INSURANCE AND ANNUITY COMPANY  (F/K/A ING USA       ANNUITY AND LIFE INSURANCE COMPANY)
RELIASTAR LIFE INSURANCE COMPANY
By:	Voya Investment Management LLC, as Agent
By:	/s/ Paul Aronson
	Name: Paul Aronson
	Title:   Senior Vice President
We acknowledge that Voya Retirement Insurance and Annuity Company holds $9,400,000 of the 4.15% Senior Notes, Series A, due December 27, 2017.
We acknowledge that Voya Insurance and Annuity Company holds $10,500,000 of the 4.15% Senior Notes, Series A, due December 27, 2017.
We acknowledge that Reliastar Life Insurance Company holds $5,100,000 of the 4.15% Senior Notes, Series A, due December 27, 2017.
We acknowledge that Voya Retirement Insurance and Annuity Company holds $9,400,000 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that Voya Insurance and Annuity Company holds $10,500,000 of the 4.57% Senior Notes, Series B, due December 27, 2019.
We acknowledge that Reliastar Life Insurance Company holds $5,100,000 of 4.57% Senior Notes, Series B, due December 27, 2019.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

SOUTHERN FARM BUREAU LIFE INSURANCE
COMPANY
By:	/s/ David Divine
	Name: David Divine
	Title: Senior Portfolio Manager
We acknowledge that Southern Farm Bureau Life Insurance Company holds $6,000,000 of the 4.15% Senior Notes, Series due December 27, 2017.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

MIDLAND NATIONAL LIFE INSURANCE COMPANY
By: Guggenheim Partners Investment
Management, LLC
By:	/s/ Kevin M. Robinson
	Name: Kevin M. Robinson
	Title:   Attorney-in-Fact
We acknowledge that Midland National Life Insurance Company holds $32,050,000 of the 5.15% Senior Notes, Series C, due December 27, 2022
EQUITRUST LIFE INSURANCE
COMPANY
By: Guggenheim Partners Investment
Management, LLC as Adviser
By:	/s/ Kevin M. Robinson
	Name: Kevin M. Robinson
	Title:   Attorney-in-Fact
We acknowledge that EquiTrust Life Insurance Company holds $9,778,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.
HORACE MANN LIFE INSURANCE
COMPANY
By: Guggenheim Partners Investment
Management, LLC, as Adviser
By:	/s/ Kevin M. Robinson
	Name: Kevin M. Robinson
	Title:   Attorney-in-Fact
We acknowledge that Horace Mann Life Insurance Company holds $11,000,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

NORTH AMERICAN COMPANY FOR
LIFE AND HEALTH INSURANCE
By: Guggenheim Partners Investment
Management, LLC
By:	/s/ Kevin M. Robinson
	Name: Kevin M. Robinson
	Title:   Attorney-in-Fact
We acknowledge that North American Company for Life and Health Insurance holds $15,000,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.
SECURITY BENEFIT LIFE
INSURANCE COMPANY
By: Guggenheim Partners Investment
Management, LLC, as Sub-Advisor
By:	/s/ Kevin M. Robinson
	Name: Kevin M. Robinson
	Title:   Attorney-in-Fact
We acknowledge that Security Benefit Life Insurance Company holds $14,000,000 of the
5.15% Senior Notes, Series C, due December 27,
2022.
WILTON REASSURANCE COMPANY
By: Guggenheim Partners Investment
Management, LLC, as Advisor
By:	/s/ Kevin M. Robinson
	Name: Kevin M. Robinson
	Title:   Attorney-in-Fact
We acknowledge that Wilton Reassurance Company holds $3,800,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page

Chicago Bridge & Iron Company (Delaware)	Third Amendment
Chicago Bridge & Iron Company N.V.	to Note Purchase and
	Guarantee Agreement
This Amendment is hereby accepted and agreed to as of the date thereof.

TEXAS LIFE INSURANCE COMPANY
By: Guggenheim Partners Investment Management, LLC, as Advisor
By:	/s/ Kevin M. Robinson
	Name: Kevin M. Robinson
	Title:   Attorney-in-Fact
We acknowledge that Texas Life Insurance Company holds $1,500,000 of the 5.15% Senior Notes, Series C, due December 27, 2022.
WILTON REASSURANCE LIFE
COMPANY OF NEW YORK
By: Guggenheim Partners Investment
Management, LLC, as Advisor
By:	/s/ Kevin M. Robinson
	Name: Kevin M. Robinson
	Title:   Attorney-in-Fact
We acknowledge that Wilton Reassurance Life Company of New York holds $3,800,000 of the 5.15% Senior Notes, Series C, due December 27,
2022.

Chicago Bridge & Iron

Third Amendment to Note Purchase and Guarantee Agreement

Signature Page