Change Order CO-002, executed on July 24, 2019, to the Lump Sum Turnkey Agreement for the Engineering, Procurement and Construction of the Driftwood LNG Phase 2 Liquefaction Facility, dated as of November 10, 2017, by and between Driftwood LNG LLC and Bechtel Oil, Gas and Chemicals, Inc

Per Article 6.1B of the Phase 2 EPC Agreement, Parties agree to modify the scope of work and contract terms as detailed below:

The Parties agree that the design of the structural steel members of the Facility [***].

The Parties agree that Section 1.7 of Attachment 7 of the Phase 2 EPC Agreement is modified (red text are additions and strikethrough text are deletions) as follows to the extent that it applies to the scope described in Exhibit D Phase 2 Scope Trend #S2-0006 [***].

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The Parties agree that the Contract Price will be increased by $7,834,000 as full compensation for all changes listed in Section I.A and I.B of this Change Order.

The Parties agree that the Aggregate Provisional Sum will be decreased by $24,147,940 in recognition of the changes listed in Section I.A and I.B of this Change Order.

The Parties have finalized selection of the marine dredging Subcontractor and the execution methodology for dredging and dredge material transport as outlined in Exhibit K Phase 2 Scope Trend #S2-0007 (Dredging).

The Parties agree that the below excerpt of Section 2.2 (Marine Dredging Provisional Sum) of Attachment 31 of the Phase 2 EPC Agreement is modified (red text are additions and strikethrough text are deletions) as follows:

The Parties agree that the Contract Price will be decreased by $6,764,903 in recognition of the changes listed in Section II.A and II.B of this Change Order and as outlined in Exhibit E (Dredging Provisional Sum Update).

The Parties agree that the Aggregate Provisional Sum will be decreased by $6,381,984 in recognition of the changes listed in Section II.A and II.B of this Change Order and as outlined in Exhibit E (Dredging Provisional Sum Update).

The Parties agree the Scope of Work will be adjusted as outlined in Exhibit L Phase 2 Scope Trend #S2-0002 (HAZOP Actions Phase 2).

The Parties agree that the below excerpt of Section 1.2 (HAZOP/LOPA Design Change Provisional Sum) of Attachment 31 of the Phase 2 EPC Agreement is deleted from the Agreement [***] (red text are additions and strikethrough text are deletions) as follows.

The Parties agree that the Contract Price will be decreased by $5,987,355 in recognition of the changes listed in Section III.A and III.B of this Change Order and as outlined in Exhibit F (HAZOP Actions for Phase 2).

The Parties agree that the Aggregate Provisional Sum will be decreased by $10,000,000 in recognition of the changes listed in Section III.A and III.B of this Change Order and as outlined in Exhibit F (HAZOP Actions for Phase 2).

The Parties agree that the below excerpt of Article 5.2.C of the Phase 2 EPC Agreement is modified (red text are additions and strikethrough text are deletions) as follows:

In consideration of the impacts discovered during assessment of market escalation from original bid validity, Contractor agrees to offset the commercial impacts of $78,000,000.00 to its own account. The below adjustment represents the remaining impact funded by Owner.

The Parties agree that the Contract Price will be increased by $49,072,000 as full compensation for all changes listed in Section IV.B of this Change Order and as outlined in Exhibit G Scope Summary of Market Price Refresh.

The Parties agree the Scope of Work will be adjusted as outlined in Exhibit N Phase 2 Scope Trend #S2-0010 (Foreign Trade Zone Phase 2).

The Parties agree that the below excerpt of Section 2.3 (Customs, Tariffs, and Duties Provisional Sum) of Attachment 31 of the Phase 2 EPC Agreement is modified (red text are additions and strikethrough text are deletions) as follows. [***].

The Parties agree that the Contract Price will be decreased by $453,308 in recognition of the changes listed in Section V.A and V.B of this Change Order.

The Parties agree that the Aggregate Provisional Sum will be decreased by $4,907,248 in recognition of the changes listed in Section V.A and V.B of this Change Order.

The Parties agree that the below excerpt of Section 2.1 (Insurance Provisional Sum) of Attachment 31 of the Phase 2 EPC Agreement is modified (red text are additions and strikethrough text are deletions) as follows:

The Parties agree that the Contract Price will be increased by $10,294,547 in recognition of the changes listed in Section VI.B of this Change Order.

The Parties agree that the Aggregate Provisional Sum will be increased by $10,294,547 in recognition of the changes listed in Section VI.B of this Change Order.

Due to change in Section III of this Change Order, the Parties agree that the below excerpt of Section 2.7 (Louisiana Sales and Use Taxes Provisional Sum) of Attachment 31 of the Phase 2 EPC Agreement is modified (red text are additions and strikethrough text are deletions) as follows:

The Parties agree that the Contract Price will increase by $224,128 in recognition of the changes listed in Section VII.B of this Change Order.

The Parties agree that the Aggregate Provisional Sum will increase by $224,128 in recognition of the changes listed in Section VII.B of this Change Order.

The Parties agree that the below excerpt of Article 16 Section 7 of the Phase 2 EPC Agreement is modified (red text are additions and strikethrough text are deletions) as follows:

None

The Parties agree that the Contract Price will increase by $ 5,987,355 in recognition of the changes listed in Section IX.A.1 to Section IX.A.4 of this Change Order and as outlined in Exhibit J1 (Other Scope Adjustments).

The Parties agree that Article 7, Section 7.1 (Contract Price) of the Phase 2 EPC Agreement is modified (red text are additions and strikethrough text are deletions) as follows:

The Parties agree that Attachment 3 (Payment Schedule), Schedule 3-1 (Milestone Payment Schedule USD) of the Phase 2 EPC Agreement is modified by addition of the payment milestones listed in Exhibit A of Driftwood LNG Phase 2 Change Order number CO-002.

The Parties agree that Article 7, Section 7.1.A (Aggregate Provisional Sum) of the Phase 2 EPC Agreement is modified (red text are additions and strikethrough text are deletions) as follows and listed in Exhibit B of Driftwood LNG Phase 2 Change Order number CO-002:

Adjustment to other Changed Criteria: N/A

Adjustment to Payment Schedule: Yes. See Exhibit A

Adjustment to Provisional Sums: Yes. See Exhibit B

Adjustment to Minimum Acceptance Criteria: N/A

Adjustment to Performance Guarantees: N/A

Adjustment to Design Basis: N/A

Other adjustments to liability or obligation of Contractor or Owner under the Agreement: N/A

Select either A or B:

[A] This Change Order shall constitute a full and final settlement and accord and satisfaction of all effects of the change reflected in this Change Order upon the Changed Criteria and shall be deemed to compensate Contractor fully for such change. Initials: AP Contractor HC Owner

[B] This Change Order shall not constitute a full and final settlement and accord and satisfaction of all effects of the change reflected in this Change Order upon the Changed Criteria and shall not be deemed to compensate Contractor fully for such change. Initials: ____ Contractor ____ Owner

Upon execution of this Change Order by Owner and Contractor, the above-referenced change shall become a valid and binding part of the original Agreement without exception or qualification, unless noted in this Change Order. Except as modified by this and any previously issued Change Orders, all other terms and conditions of the Agreement shall remain in full force and effect. This Change Order is executed by each of the Parties’ duly authorized representatives.