CHANGE ORDER FORM Revised Buildings to Include Jetty and Geo-Tech Impact to Buildings

Per Article 6.1.B of the Agreement, Parties agree Bechtel will implement design changes to accommodate additional buildings and parking space at Site to support operation and maintenance of the Facility. Changes include the following which are depicted in Exhibits A and A-1(a-d):

A new auxiliary material storage warehouse for storage of waste oil and miscellaneous chemicals (Exhibit A.1(a));

A new warehouse for GE spare parts (Exhibit A.1(b));

An enlarged maintenance building (Exhibit A.1(c));

A jetty security building (Exhibit A.1(d));

Concrete slabs location shown on (Exhibit A as 1(e));

Updated drawings to reflect the revised location of the fuel station location shown on (Exhibit A as 1(f)).

Per Article 6.1.B of the Agreement, Parties agree, based on Geotechnical data revealing that new building sites indicate a high potential for soil swell, Bechtel remove soil to a depth of 4-4.5 ft. (depending on building) below existing grade and replace it with structural fill. This change is being made to comply with the 100 year FEMA Base Flood Elevation requirement. Buildings affected by this Change are:

Warehouses 1 and 2;

Auxiliary Material Storage Shelter;

Jetty Security Building;

Water Treatment Building.

The cost breakdowns for the scopes of work noted above in this Change Order are detailed in Exhibit B and Milestone adjustments are detailed in Exhibit C.

The adjustments to the Aggregate Equipment Price and Aggregate Labor and Skills Price are as follows:

The previous Aggregate Equipment Price prior to this Change Order was *** U.S. Dollars (U.S. $***). This Change Order will amend that value and the new value shall be *** U.S. Dollars (U.S. $***).

The previous Aggregate Labor and Skills Price prior to this Change Order was *** U.S. Dollars (U.S. $***). This Change Order will amend that value and the new value shall be *** U.S. Dollars (U.S. $***).

The EPC Agreement stated the execution of the Marine and Dredging scopes of work would be completed by Bechtel subcontractors and was provided for in the Agreement as a Provisional Sum. Per Article 6.1.B of the Agreement, Parties agree Contractor will self-perform the engineering, procurement, and construction of the Marine portion of this work scope. Owner will self-perform the dredging, DMPA management of DMPA 2 (as noted in Attachment Y), dredge slope protection, and navigational aids (offshore) and such Work will be removed from Contractor’s scope.

Exhibit A of this Change Order details the Marine drawings used to form the basis of this Change Order.

Exhibit B of this Change Order depicts the 120 ft. wide corridor which Contractor will leave for Owner to install and maintain a dredge pipe. This corridor is shown on Exhibit B as the “Restricted Area for Disposal Pipe.”

Additional engineering is required to change the slope angle.

The cost breakdowns for the scopes of work noted above are detailed in Exhibit C of this Change Order.

Milestone payments are amended as presented in Exhibit D.

Article 1.1 of the Agreement is hereby modified by:

Deleting the term and definition of “Marine & Dredging Provisional Sum” from the Definitions section.

Article 1.1 of the Agreement is hereby modified by:

Deleting the term “Marine & Dredging Provisional Sum” from the definition of “Provisional Sum”,

Article 6.2.A.12 of the Agreement is hereby deleted.

Article 7.1 of the Agreement is hereby amended by deleting the phrase “Marine and Dredging Provisional Sum.”

“Marine Facilities” will be removed from list of Major Subcontracts Article 1.3 of Attachment G of the Agreement.

The “Marine Facilities” section as well as the listed approved subcontractors will be removed from Article 1.7 of Attachment G of the Agreement.

Article 2 of Schedule EE-2 in Attachment EE of the Agreement hereby modified by:

Deleting the term “Marine & Dredging Provisional Sum” from the Introduction paragraph.

Article 2.2 of Schedule EE-2 in Attachment EE of the Agreement will be deleted to remove reference to, and the description of, the “Marine & Dredging Provisional Sum.”

The adjustments to the Aggregate Equipment Price, Aggregate Labor and Skills Price, and Aggregate Provisional Sum are as follows:

The previous Aggregate Equipment Price prior to this Change Order was *** U.S. Dollars (U.S. $***). This Change Order will amend that value and the new value shall be *** U.S. Dollars (U.S. $***).

The previous Aggregate Labor and Skills Price prior to this Change Order was ** U.S. Dollars (U.S. $***). This Change Order will amend that value and the new value shall be *** U.S. Dollars (U.S. $***).

The Aggregate Provisional Sum specified in Article 7.1C of the Agreement prior to this Change Order was Five Hundred Sixty Three Million, Nine Hundred Eighty Three Thousand, Twenty Two U.S. Dollars (U.S. $563,983,022). This Change Order will amend that value and the new value shall be Three Hundred Eighty One Million, Nine Hundred Ninety Two Thousand, Four Hundred Forty Six U.S. Dollars (U.S. $381,992,446).

Per Article 6.1.B of the Agreement, Parties agree Contractor will design the drainage for the portions of the temporary facilities listed below to meet FEMA-defined 100 year base flood elevation, and this is detailed in Exhibit A:

Berryman section (53.86 acres) will drain into La Quinta ditch and Green’s Bayou through 4 new outfalls;

The Port Laydown (110 acres) will drain into La Quinta ditch and Green’s Bayou through four (4) new outfalls;

The Cotton Warehouse Laydown (25.02 acres) will drain into Green’s Bayou through two (2) new outfalls;

Additionally, Contractor will remove the underground piping, electrical, and communication works for the temporary facilities on the 110 acre Port Laydown.

Contractor will increase the culvert sizes for culverts 100, 101, 102, and 103 to include headwall structures.

Per Article 6.1.B of the Agreement, Parties agree Contractor will extend the overhead transmission line (additional 3,000 LF) to connect the Site to the revised location of the AEP Hecker Station tie-in shown in Exhibit B.

Parties agree Contractor will utilize a stand-alone power monitoring system (including an HMI) that will monitor switchgear relays, breaker status, and running amperes. Specifications include:

Re-programmable Relays from a remote location;

Graphics and power displays available at HMI;

Alarms will signal at the HMI;

The HMI will be capable of archiving events for a minimum of five (5) years.

Parties agree Contractor will install four (4) bollards per pole around the power line poles along La Quinta Rd. Exhibit C of this Change Order depicts the location of this scope.

Parties agree Contractor will add two (2) multiplexer (MUX) interfaces to interconnect the Owner and AEP 138kV switchgear to drive the fiber optic lines. This scope includes the addition of equipment and communication technology to provide a fiber optic path between AEP at the Hecker Station and the CCL Site. Contractor will also add an additional pole top Optical Ground Wire with fiber optic cores and associated underground fiber optic lines.

The cost breakdowns for the scopes of work noted above in this Change Order are detailed in Exhibit D.

Per Article 6.1.B of the Agreement, Parties agree Contractor will add a shroud over the LNG lines in the jetty area and a vapor fence on the trestle over the water line. The scope includes the shroud, catwalks, catwalk crossovers, vapor fence, and fire and gas detection system for the shroud. This change is based on the FERC/DOT requirements to prevent vapor dispersion from reaching the Owner’s property boundary at a flammable level from a hole in the LNG transfer line that is 1/3 the diameter of the transfer line. Specifics of the shroud include:

The shroud will be designed to prevent a jet of LNG from a 10” diameter hole at any angle on the pipe from reaching the waterways;

The shroud will be designed to withstand design wind conditions and shall also be designed to be removed for inspection and maintenance of the LNG lines;

The shroud will be attached to support columns that are spaced along the length of the shroud to allow air circulation;

The jetty vapor fence shall be 12 feet high.

Details of this scope change are shown in Exhibit A of this Change Order.

Per Article 6.1.B of the Agreement, Parties agree Contractor will install temporary strainers for each of the three (3) LNG transfer arms. The strainers will take the following into consideration:

Strainers shall be robust and fit for purpose to avoid damage;

Strainers shall be accessible and able to be removed, cleaned, and reinstalled quickly enough to accommodate scheduled ship loading;

Contractor to ensure there are facilities for draining, purging, and warming of each section of the line;

Suitable pressure gauges shall be installed in appropriate locations to indicate condition of strainers.

Details of this scope change are shown in Exhibit B of this Change Order.

Per Article 6.1.B of the Agreement, Parties agreed Contractor shall complete an updated Breasting/Mooring analysis to validate FEED layout/mooring equipment for an updated range of sizes in LNG vessels. As a result of changes in vessels, changes to fender specifications and panel size are required. In order to meet the Owner’s requested fender contact pressure of 3.48ksf, Contractor will change the fender system to SCN 2000 E1.2.

Per Article 6.1.B of the Agreement, Parties agree Contractor will add a crossover platform from the Ethylene Storage Drum

Per Article 6.1.B of the Agreement, Parties agree Contractor shall remove from its scope of work the requirement for vapor fencing on the Owner’s property line alongside Bed 22. Owner will be responsible for this scope of work. A depiction of this scope change is shown in Exhibit D of this Change Order.

Per Article 6.1.B of the Agreement, Parties agree that to avoid clashing between Loading Arm (A) and the Gangway Tower and Loading Arm (D) and the fire monitor tower, Contractor will relocate the gangway tower. Specifications of this relocation are:

Gangway central column will be offset by 7 feet 10 inches from the centerline of the turntable. The turntable is 26’7” away from the south edge of the platform (ship side);

The turntable will be moved closer to the gangway central column (6’11” instead of 8’9”);

Re-orient the gangway access stairs and landing platform 90 degrees for clear access way and to avoid clashing with the dry chemical skid;

Move the fire monitor tower 6 feet away from Loading Arm (D).

Exhibit E of this Change Order depicts this scope change.

Per Article 6.1.B of the Agreement, Parties agree Contractor will increase the size of the Breasting and Mooring dolphins. The dolphin cap sizes will be designed at the following minimums:

Breasting Dolphin: 25’ x 28’;

Mooring Dolphin: 28’ x 28’;

Contractor will also center the mooring hooks and capstan on the dolphins.

Exhibit F of this Change Order depicts this scope change.

The cost breakdowns for the scopes of work noted above in this Change Order are detailed in Exhibit G.

Schedules C-1 and C-3 (Milestone Payment Schedules) of Attachment C of the Agreement will be amended by including the milestone(s) listed in Exhibit H of this Change Order.

Per Article 6.1.B of the Agreement, Parties agree Contractor will incorporate the following base design changes into its detailed design:

The gas turbines will be supplied with a three (3) stage filter arrangement utilizing Camfil filters and include the inlet housing modifications and structural steel required to accommodate the three stage filters. The Camfil filters are preferred by Owner as stated in Exhibit A.

An additional backup fuel gas line will be installed from the pipeline inlet to all flare pilots to provide protection in the event of an outage. The details of this scope of work are depicted in Exhibit B of this Change Order.

Contractor to install smokeless flares utilizing forced air to comply with TCEQ and EPA requirements as depicted in Exhibit C of this Change Order.

Modify the design of the OSBL and Jetty Impoundment Basins to include storm water pumps which will allow for removal of the following:

Contents of the basin within four (4) hours;

25% of the rain flow from a ten (10) year storm, one (1) hour storm, in one (1) hour.

Exhibit D of this Change Order depicts details of this scope of work.

Modify the drawings to show isolation of the loading lines at the LNG Transfer Arms as depicted in Exhibit E of this Change Order.

Contractor to design 366 feet of additional vapor fencing between the demountable flare and the OSBL rack that runs to the Marine facilities as agreed to with Owner and depicted in Exhibit F.

Contractor will space smaller oil-filled transformers (less than 500 gallons of oil) at a minimum distance of 5 feet from each other and from the substation. Larger transformers will be placed at a distance of at least 15 feet from each other and from the substation to facilitate maintenance. The details of this path forward are depicted in Exhibit G.

The cost breakdowns for the scopes of work noted above in this Change Order are detailed in Exhibit H.

Schedules C-1 and C-3 (Milestone Payment Schedule) of Attachment C of the Agreement will be amended by including the milestone(s) listed in Exhibit I of this Change Order.

The following Exhibits are incorporated into this Change Order:

Per Article 6.1.B of the Agreement, Parties agree Contractor will incorporate the following base design changes into its detailed design:

Implement design changes to route the primary seal gas on each of the refrigerant compressors to the compressor suction making it the primary destination of the seal gas.

Implement design changes to remove the current nitrogen generation package and the back-up liquid N2 package from the scope of work. Control valve let-down stations will be required to reduce the Air Liquid nitrogen pressure from the pipeline. Contractor will redesign the Site layout to provide space, tie-in to the N2 pipeline, foundation required for the pressure reducing control valve stations, and temporary use of the 13,000 gallon liquid nitrogen dewar with vaporizer.

Implement design changes to provide an on-site aerobic sanitary sewage system. Sludge shall be removed by truck with the layout allowing for a future lift station. The effluent will be routed to the Water Treatment Plant with a backup to the Filtered/RO reject sump.

Exhibit A details these scope changes.

Per Article 6.1.B of the Agreement, Parties agree Contractor will add a 36” XV valve parallel to the Inlet Feed Gas ESD Valve to avoid a potential trip of three LNG trains when performing the DOT required annual stroke test of the Inlet Feed Gas ESD Valve. Exhibit B details this scope change.

Per Article 6.1.B of the Agreement, Parties agree Contractor will add flow and temperature measurement panels for the BOG line from the LNG tanks to comply with FERC requirements. Exhibit C of this Change Order depicts the locations for the measurement panels.

Per Article 6.1.B of the Agreement, Parties agree Contractor conducted additional simulations to determine the LNG production for a DLE recycle case run at 98 degrees Fahrenheit. Based on the results, Contractor will run an additional simulation at an agreed-upon temperature with Owner.

Per Article 6.1.B of the Agreement, Parties agree Contractor will ensure that the design for piping and piping nipples for hazardous fluids 2 inches or less in diameter will be no less than schedule 160 for carbon steel and no less than schedule 80 for stainless steel and will be designed to withstand external loads, including vibrational loads in the vicinity of rotating equipment and operator live loads in areas accessible by operators. This change is to comply with the FERC Final EIS.

The cost breakdowns for the scopes of work noted above in this Change Order are detailed in Exhibit D.

Per Article 6.2.B of the Agreement, Parties agree Contractor will credit the EPC contract value for home office professional services and third party engineering work completed under the Bechtel and Cheniere Technical Services Agreement, dated December 21, 2011. Exhibit A provides the backup to support this credit.

Per Article 6.1.B of the Agreement, Parties agree Owner, not Contractor, will procure operating spare parts. Accordingly, the Provisional Sum for Spare Parts will be reduced from $12,272,221 to $0.

Per Article 6.1.B of the Agreement, Parties agree Contractor will increase the condensate pump head and motor size for the condensate transport line tie-in to the east of the Site. The location of tie-in is depicted in Exhibit A of this Change Order.

Per Article 6.1.B of the Agreement, Parties agree Contractor will install an automatic shut-off valve in the condensate truck fill line. The valve will be fire safe with a fail closed position. This change is in response to FERC direction and depicted in Exhibit B of this Change Order.

Per Article 6.1.B of the Agreement, Parties agree Contractor will conduct tests for fire water hydrant monitors and fire monitors, including elevated oscillating monitors. The test will verify the coverage of the firewater monitors and the hydrant monitors by testing the elevation and the distance of the water arc in a single, predetermined direction as indicated in Exhibit C of this Change Order.

The cost breakdowns for the scopes of work noted above in this Change Order are detailed in Exhibit D.

Schedules C-1 and C-3 (Milestone Payment Schedule) of Attachment C of the Agreement will be amended by including the milestone(s) listed in Exhibit E of this Change Order.