Amendment No. 3, dated October 22, 2017, to the Production Sharing Contract relating to Block G Offshore Republic of Equatorial Guinea between Hess Equatorial Guinea, Tullow Equatorial Guinea Limited, and the Republic of Equatorial Guinea represented by the Ministry of Mines and Hydrocarbons

This Third Amendment to the Production Sharing Contract for Block G, offshore Republic of Equatorial Guinea (this "Amendment") is entered into in Malabo, Republic of Equatorial Guinea, as of the 22 day of October, 2017 (the "Third Amendment Date"), between Hess Equatorial Guinea, Inc., a Cayman Islands company ("Hess"), Tullow Equatorial Guinea Limited, an Isle of Man company ("Tullow"), and the Republic of Equatorial Guinea (the "STATE") as represented by the Ministry of Mines and Hydrocarbons (the "MINISTRY"). Hess and Tullow are hereinafter collectively referred to as the “CONTRACTOR” and the CONTRACTOR and the STATE are sometimes, depending on the context hereinafter individually referred to as a "Party" and collectively as the "Parties."

WHEREAS, the CONTRACTOR and the STATE entered into the Production Sharing Contract for Block G, offshore Republic of Equatorial Guinea, on March 26, 1997, effective as of April 14, 1997, as amended January 1, 2000 and December 15, 2005 (the "Contract");

WHEREAS, the Parties agreed to modify the Contract for the purpose of agreeing the applicable tax law effective from January 1, 2017 and CONTRACTOR share of Net Crude Oil effective from January 1, 20I8 and various other matters; and

WHEREAS, this Amendment is made in accordance with Sections 16.3 and 19.2 of the Contract.

NOW THEREFORE IT IS HEREBY AGREED AS FOLLOWS:

Except as modified herein, the terms of the Contract shall remain valid and in full force and effect. Not withstanding the date hereof, it is hereby agreed between the Parties that the effective date of this Amendment is January 1, 2017 .

Any terms and phrases defined in the Contract and used herein shall have the same meaning as in the Contract unless the context herein otherwise provides. Section 1.2 (Definitions) of the Contract is amended as follows:

Section 1.2(ae) shall be deleted and replaced with the following language:

"I .2(ae) Tax Law means (i) for all time periods prior to and including December 31, 2016, Decree Law No. 1/1986 of February 10, of the Republic of Equatorial Guinea, as amended prior to the Effective Date and for the avoidance of doubt the applicable corporate income tax rate is twenty-five per cent (25%), and (ii) for all time periods commencing on or after January 1, 2017, Law No. 4/2004 of October 28, of the Republic of Equatorial Guinea, as amended prior to January 1, 2017, with the exception of the Corporate Income Tax (including the minimum income tax), which will be effective beginning on January 1, 2018. For the avoidance of doubt the applicable corporate income tax rate is twenty-five percent (25%) for 2017 and thirty-five percent (35%) beginning on January 1, 2018."

The following language shall be added at the end of Section 16.3:

"For all time periods commencing on or after January 1, 2017, this Section 16.3 shall not further apply to changes in tax conditions arising from Law No. 4/2004 of October 28, of the Republic of Equatorial Guinea, as amended prior to January 1, 2017 as the imbalance resulting from such changes has been resolved as provided for in Sections 7.4 and 7.13."

"7.4 Effective from January 1, 2018, the percentage of Net Crude Oil to which the STATE and CONTRACTOR are entitled in a particular Field will be triggered when the cumulative Crude Oil production produced, saved and sold from such Field reaches the corresponding tranche shown below:

"7.14 To ensure that the CONTRACTOR or the parent company of the CONTRACTOR are not required to pay any taxes or other levies under Law No. 4/2004 of October 28, of the Republic of Equatorial Guinea, as amended prior to January 1, 2017 in excess of those that would have arisen under Decree Law No. 1/1986 of February 10, of the Republic of Equatorial Guinea, as amended prior to the Effective Date as provided in Section 7.13, and for the avoidance of doubt, the STATE and CONTRACTOR further agree as follows: