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Sabine Pass Liquefaction, LLC – ‘10-K’ for 12/31/21 – ‘EX-10.33’

On:  Wednesday, 2/23/22, at 9:45pm ET   ·   As of:  2/24/22   ·   For:  12/31/21   ·   Accession #:  1499200-22-3   ·   File #:  333-192373

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  As Of               Filer                 Filing    For·On·As Docs:Size

 2/24/22  Sabine Pass Liquefaction, LLC     10-K       12/31/21   88:12M

Annual Report   —   Form 10-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   1.00M 
 2: EX-4.23     Instrument Defining the Rights of Security Holders  HTML    815K 
 3: EX-4.25     Instrument Defining the Rights of Security Holders  HTML    852K 
 4: EX-4.27     Instrument Defining the Rights of Security Holders  HTML     97K 
 5: EX-4.29     Instrument Defining the Rights of Security Holders  HTML     92K 
 6: EX-4.31     Instrument Defining the Rights of Security Holders  HTML     92K 
 7: EX-10.33    Material Contract                                   HTML     89K 
 8: EX-31.1     Certification -- §302 - SOA'02                      HTML     28K 
 9: EX-31.2     Certification -- §302 - SOA'02                      HTML     28K 
10: EX-32.1     Certification -- §906 - SOA'02                      HTML     25K 
11: EX-32.2     Certification -- §906 - SOA'02                      HTML     25K 
17: R1          Document and Entity Information                     HTML     85K 
18: R2          Audit Information                                   HTML     29K 
19: R3          Statements of Income                                HTML    100K 
20: R4          Balance Sheets                                      HTML    116K 
21: R5          Statements of Member's Equity                       HTML     47K 
22: R6          Statements of Cash Flows                            HTML    116K 
23: R7          Organization and Nature of Operations               HTML     27K 
24: R8          Summary of Significant Accounting Policies          HTML     58K 
25: R9          Restricted Cash and Cash Equivalents                HTML     27K 
26: R10         Accounts and Other Receivables, Net of Current      HTML     32K 
                Expected Credit Losses                                           
27: R11         Inventory                                           HTML     33K 
28: R12         Property, Plant and Equipment, Net of Accumulated   HTML     51K 
                Depreciation                                                     
29: R13         Derivative Instruments                              HTML    108K 
30: R14         Other Non-Current Assets, Net                       HTML     35K 
31: R15         Accrued Liabilities                                 HTML     34K 
32: R16         Debt                                                HTML     88K 
33: R17         Revenues from Contracts with Customers              HTML     74K 
34: R18         Related Party Transactions                          HTML     89K 
35: R19         Commitments and Contingencies                       HTML     42K 
36: R20         Customer Concentration                              HTML     56K 
37: R21         Supplemental Cash Flow Information                  HTML     34K 
38: R22         Summary of Significant Accounting Policies          HTML     99K 
                (Policies)                                                       
39: R23         Accounts and Other Receivables, Net of Current      HTML     32K 
                Expected Credit Losses (Tables)                                  
40: R24         Inventory (Tables)                                  HTML     34K 
41: R25         Property, Plant and Equipment, Net of Accumulated   HTML     52K 
                Depreciation (Tables)                                            
42: R26         Derivative Instruments (Tables)                     HTML    113K 
43: R27         Other Non-Current Assets, Net (Tables)              HTML     36K 
44: R28         Accrued Liabilities (Tables)                        HTML     33K 
45: R29         Debt (Tables)                                       HTML     88K 
46: R30         Revenues from Contracts with Customers (Tables)     HTML     69K 
47: R31         Related Party Transactions (Tables)                 HTML     68K 
48: R32         Commitments and Contingencies (Tables)              HTML     34K 
49: R33         Customer Concentration (Tables)                     HTML     58K 
50: R34         Supplemental Cash Flow Information (Tables)         HTML     33K 
51: R35         Organization and Nature of Operations (Details)     HTML     38K 
52: R36         Summary of Significant Accounting Policies          HTML     55K 
                (Details)                                                        
53: R37         Restricted Cash and Cash Equivalents (Details)      HTML     29K 
54: R38         Accounts and Other Receivables, Net of Current      HTML     31K 
                Expected Credit Losses (Details)                                 
55: R39         Inventory (Details)                                 HTML     34K 
56: R40         Property, Plant and Equipment, Net of Accumulated   HTML     42K 
                Depreciation - Schedule of Property, Plant and                   
                Equipment, Net of Accumulated Depreciation                       
                (Details)                                                        
57: R41         Property, Plant and Equipment, Net of Accumulated   HTML     28K 
                Depreciation - Schedule of Depreciation and                      
                Offsets to LNG Terminal Costs (Details)                          
58: R42         Property, Plant and Equipment, Net of Accumulated   HTML     37K 
                Depreciation - Estimated Useful Lives (Details)                  
59: R43         Derivative Instruments - Narrative (Details)        HTML     34K 
60: R44         Derivative Instruments - Fair Value of Derivative   HTML     33K 
                Assets and Liabilities (Details)                                 
61: R45         Derivative Instruments - Fair Value Inputs -        HTML     40K 
                Quantitative Information (Details)                               
62: R46         Derivative Instruments - Schedule of Level 3        HTML     45K 
                Activity (Details)                                               
63: R47         Derivative Instruments - Fair Value of Derivative   HTML     57K 
                Instruments by Balance Sheet Location (Details)                  
64: R48         Derivative Instruments - Derivative Gain (Loss)     HTML     34K 
                (Details)                                                        
65: R49         Derivative Instruments - Derivative Net             HTML     43K 
                Presentation on Balance Sheets (Details)                         
66: R50         Other Non-Current Assets, Net (Details)             HTML     36K 
67: R51         Accrued Liabilities (Details)                       HTML     35K 
68: R52         Debt - Schedule of Debt Instruments (Details)       HTML     69K 
69: R53         Debt - Schedule of Maturities (Details)             HTML     43K 
70: R54         Debt - Credit Facilities (Details)                  HTML     56K 
71: R55         Debt - Interest Expense (Details)                   HTML     30K 
72: R56         Debt - Schedule of Carrying Values and Estimated    HTML     44K 
                Fair Values of Debt Instruments (Details)                        
73: R57         Revenues from Contracts with Customers - Narrative  HTML     31K 
                (Details)                                                        
74: R58         Revenues from Contracts with Customers - Schedule   HTML     52K 
                of Disaggregation of Revenue (Details)                           
75: R59         Revenues from Contracts with Customers - Contract   HTML     39K 
                Assets and Liabilities (Details)                                 
76: R60         Revenues from Contracts with Customers - Schedule   HTML     42K 
                of Transaction Price Allocated to Future                         
                Performance Obligations (Details)                                
77: R61         Related Party Transactions - Schedule of Related    HTML     65K 
                Party Transactions (Details)                                     
78: R62         Related Party Transactions - Narrative (Details)    HTML    123K 
79: R63         Commitments and Contingencies - Narrative           HTML     43K 
                (Details)                                                        
80: R64         Commitments and Contingencies - Purchase            HTML     40K 
                Obligations Table (Details)                                      
81: R65         Customer Concentration - Schedule of Customer       HTML     48K 
                Concentration (Details)                                          
82: R66         Customer Concentration - Schedule of Revenues from  HTML     48K 
                External Customers by Country (Details)                          
83: R67         Supplemental Cash Flow Information (Details)        HTML     34K 
86: XML         IDEA XML File -- Filing Summary                      XML    152K 
84: XML         XBRL Instance -- spl-20211231_htm                    XML   2.06M 
85: EXCEL       IDEA Workbook of Financial Reports                  XLSX    101K 
13: EX-101.CAL  XBRL Calculations -- spl-20211231_cal                XML    171K 
14: EX-101.DEF  XBRL Definitions -- spl-20211231_def                 XML    606K 
15: EX-101.LAB  XBRL Labels -- spl-20211231_lab                      XML   1.56M 
16: EX-101.PRE  XBRL Presentations -- spl-20211231_pre               XML    919K 
12: EX-101.SCH  XBRL Schema -- spl-20211231                          XSD    191K 
87: JSON        XBRL Instance as JSON Data -- MetaLinks              370±   529K 
88: ZIP         XBRL Zipped Folder -- 0001499200-22-000003-xbrl      Zip    760K 


‘EX-10.33’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



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Exhibit 10.33
CHANGE ORDER
80 Acres Bridge Credit
PROJECT NAME: Sabine Pass LNG Stage 4 Liquefaction Facility

OWNER: Sabine Pass Liquefaction, LLC

CONTRACTOR: Bechtel Oil, Gas and Chemicals, Inc.

DATE OF AGREEMENT: November 7, 2018
CHANGE ORDER NUMBER: CO-00054

DATE OF CHANGE ORDER: November 30, 2021

The Agreement between the Parties listed above is changed as follows:

1.In accordance with Section 6.1 of the Agreement (Change Orders Requested by Owner), the Parties agree this Change Order provides a credit to Company for unused costs associated with the permanent beam bridge at the existing north bridge location between 80 Acres and Lighthouse Road (“80 Acres Bridge”).

2.On 17 June 2021, the Parties executed Change Order No. CO-00047, dated 15 June 2021 for Contractor’s engineering, procurement and construction costs to install the 80 Acres Bridge, including demolition and removal of the existing north and south bridges currently in place.

3.On 28 September 2021, Contractor’s Bridge Supplier (Acrow Bridges) respectfully withdrew their intent to bid and declined the Work for reasons stated in Exhibit C of this Change Order.

4.On 19 November 2021, Owner requested a credit for CO-00047, which is the purpose of this Change Order.

5.The Parties agree a separate and complete Change Order shall be prepared for the 80 Acres Bridge, which will be subject to separate review and approval.

6.The detailed cost breakdown for this Change Order is detailed in Exhibit A of this Change Order.

7.Schedule C-3 (Milestone Payment Schedule) of Attachment C of the Agreement will be amended by including the milestone(s) listed in Exhibit B of this Change Order.
Adjustment to Contract Price Applicable to Subproject 6(a)
1.The original Contract Price Applicable to Subproject 6(a) was$2,016,892,573 
2.Net change for Contract Price Applicable to Subproject 6(a) by previously authorized Change Orders (#01-08, 10-13, 15, 17-18, 21-22, 24, 28-29, 31-32, 34-35, 38, 41-42, 45-49, 51, 53) $17,846,936 
3.The Contract Price Applicable to Subproject 6(a) prior to this Change Order was$2,034,739,509 
4.The Contract Price Applicable to Subproject 6(a) will be decreased by this Change Order in the amount of$(914,941)
5.The Provisional Sum Applicable to Subproject 6(a) will be unchanged by this Change Order in the amount of$— 
6.The Contract Price Applicable to Subproject 6(a) including this Change Order will be$2,033,824,568 
Adjustment to Contract Price Applicable to Subproject 6(b)
7.The original Contract Price Applicable to Subproject 6(b) (in CO-00009) was$457,696,000 
8.Net change for Contract Price Applicable to Subproject 6(b) by previously authorized Change Orders (#14, 16, 19-20, 23, 25-27, 30-31, 33, 36-37, 39-40, 43-44, 50, 52)$(3,978,536)
9.The Contract Price Applicable to Subproject 6(b) prior to this Change Order was$453,717,464 
10.The Contract Price Applicable to Subproject 6(b) will be unchanged by this Change Order$— 
11.The Provisional Sum Applicable to Subproject 6(b) will be unchanged by this Change Order$— 
12.The Contract Price Applicable to Subproject 6(b) including this Change Order will be$453,717,464 



Adjustment to Contract Price
13.The original Contract Price for Subproject 6(a) and Subproject 6(b) was (add lines 1 and 7)$2,474,588,573 
14.The Contract Price prior to this Change Order was (add lines 3 and 9)$2,488,456,973 
15.The Contract Price will be decreased by this Change Order in the amount of (add lines 4, 5, 10 and 11)$(914,941)
16.The new Contract Price including this Change Order will be (add lines 14 and 15)$2,487,542,032 
Adjustment to dates in Project Schedule for Subproject 6(a)
The following dates are modified: N/A
Adjustment to other Changed Criteria for Subproject 6(a): N/A
Adjustment to Payment Schedule for Subproject 6(a): Yes; see Exhibit B
Adjustment to Minimum Acceptance Criteria for Subproject 6(a): N/A
Adjustment to Performance Guarantees for Subproject 6(a): N/A
Adjustment to Design Basis for Subproject 6(a): N/A
Other adjustments to liability or obligations of Contractor or Owner under the Agreement for Subproject 6(a): N/A

Adjustment to dates in Project Schedule for Subproject 6(b)
The following dates are modified: N/A
Adjustment to other Changed Criteria for Subproject 6(b): N/A
Adjustment to Payment Schedule for Subproject 6(b): N/A
Adjustment to Design Basis for Subproject 6(b): 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: /s/ KM Contractor /s/ DC 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.

/s/ David Craft/s/ Kane McIntosh
OwnerContractor
David CraftKane McIntosh
NameName
SVP E&CSenior Project Manager
TitleTitle
December 1, 2021November 30, 2021
Date of SigningDate of Signing



CHANGE ORDER
Change in Law LPDES Permit - Water Treatment Filter Washing
PROJECT NAME: Sabine Pass LNG Stage 4 Liquefaction Facility

OWNER: Sabine Pass Liquefaction, LLC

CONTRACTOR: Bechtel Oil, Gas and Chemicals, Inc.

DATE OF AGREEMENT: November 7, 2018
CHANGE ORDER NUMBER: CO-00055

DATE OF CHANGE ORDER: December 15, 2021

The Agreement between the Parties listed above is changed as follows:

1.In accordance with Section 6.2 of the Agreement (Change Orders Requested by Contractor), the Parties agree this Change Order includes Contractor’s actual cost impacts to the Water Treatment Filter Washing Work due to the Change in Law of the Louisiana Pollutant Discharge Elimination System (LPDES) Permit No. LA0122441.

The revised LPDES Permit superseded the 2018 Louisiana Department of Environmental Quality (LDEQ) Permit,
thereby revising the total suspended solid (TSS) levels from 90 mg/L to 30mg/L, which required a substantial change
to Contractor’s execution of the Water Treatment Filter Washing Work. Refer to Exhibit C for the timeline of events.

2.The detailed cost breakdown for this Change Order is detailed in Exhibit A of this Change Order.

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


Adjustment to Contract Price Applicable to Subproject 6(a)
1.The original Contract Price Applicable to Subproject 6(a) was$2,016,892,573 
2.Net change for Contract Price Applicable to Subproject 6(a) by previously authorized Change Orders (#01-08, 10-13, 15, 17-18, 21-22, 24, 28-29, 31-32, 34-35, 38, 41-42, 45-49, 51, 53, 54)$16,931,995 
3.The Contract Price Applicable to Subproject 6(a) prior to this Change Order was$2,033,824,568 
4.The Contract Price Applicable to Subproject 6(a) will be increased by this Change Order in the amount of$305,517 
5.The Provisional Sum Applicable to Subproject 6(a) will be unchanged by this Change Order in the amount of$— 
6.The Contract Price Applicable to Subproject 6(a) including this Change Order will be$2,034,130,085 
Adjustment to Contract Price Applicable to Subproject 6(b)
7.The original Contract Price Applicable to Subproject 6(b) (in CO-00009) was$457,696,000 
8.Net change for Contract Price Applicable to Subproject 6(b) by previously authorized Change Orders (#14, 16, 19-20, 23, 25-27, 30-31, 33, 36-37, 39-40, 43-44, 50, 52)$(3,978,536)
9.The Contract Price Applicable to Subproject 6(b) prior to this Change Order was$453,717,464 
10.The Contract Price Applicable to Subproject 6(b) will be unchanged by this Change Order$— 
11.The Provisional Sum Applicable to Subproject 6(b) will be unchanged by this Change Order$— 
12.The Contract Price Applicable to Subproject 6(b) including this Change Order will be$453,717,464 
Adjustment to Contract Price
13.The original Contract Price for Subproject 6(a) and Subproject 6(b) was (add lines 1 and 7)$2,474,588,573 
14.The Contract Price prior to this Change Order was (add lines 3 and 9)$2,487,542,032 
15.The Contract Price will be increased by this Change Order in the amount of (add lines 4, 5, 10 and 11)$305,517 
16.The new Contract Price including this Change Order will be (add lines 14 and 15)$2,487,847,549 




Adjustment to dates in Project Schedule for Subproject 6(a)
The following dates are modified : N/A
Adjustment to other Changed Criteria for Subproject 6(a): N/A
Adjustment to Payment Schedule for Subproject 6(a): Yes; see Exhibit B
Adjustment to Minimum Acceptance Criteria for Subproject 6(a): N/A
Adjustment to Performance Guarantees for Subproject 6(a): N/A
Adjustment to Design Basis for Subproject 6(a): N/A
Other adjustments to liability or obligations of Contractor or Owner under the Agreement for Subproject 6(a): N/A

Adjustment to dates in Project Schedule for Subproject 6(b)
The following dates are modified: N/A
Adjustment to other Changed Criteria for Subproject 6(b): N/A
Adjustment to Payment Schedule for Subproject 6(b): N/A
Adjustment to Design Basis for Subproject 6(b): 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: /s/ KM Contractor /s/ DC 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.

/s/ David Craft/s/ Kane McIntosh
OwnerContractor
David CraftKane McIntosh
NameName
SVP E&CSenior Project Manager
TitleTitle
December 17, 2021December 15, 2021
Date of SigningDate of Signing




CHANGE ORDER
Impacts from Hurricane Ida
PROJECT NAME: Sabine Pass LNG Stage 4 Liquefaction Facility

OWNER: Sabine Pass Liquefaction, LLC

CONTRACTOR: Bechtel Oil, Gas and Chemicals, Inc.

DATE OF AGREEMENT: November 7, 2018
CHANGE ORDER NUMBER: CO-00056

DATE OF CHANGE ORDER: December 15, 2021

The Agreement between the Parties listed above is changed as follows:
1.In accordance with Section 6.2 of the Agreement (Change Orders Requested by Contractor), Parties agree this Change Order includes final and agreed-upon impacts to the Project caused by Hurricane Ida.

2.The detailed cost breakdown for this Change Order is detailed in Exhibit A of this Change Order.

3.Schedule C-3 (Milestone Payment Schedule) of Attachment C of the Agreement will be amended by including the milestone(s) listed in Exhibit B of this Change Order.
Adjustment to Contract Price Applicable to Subproject 6(a)
1.The original Contract Price Applicable to Subproject 6(a) was$2,016,892,573 
2.Net change for Contract Price Applicable to Subproject 6(a) by previously authorized Change Orders (#01-08, 10-13, 15, 17-18, 21-22, 24, 28-29, 31-32, 34-35, 38, 41-42, 45-49, 51, 53-55)$17,237,512 
3.The Contract Price Applicable to Subproject 6(a) prior to this Change Order was$2,034,130,085 
4.The Contract Price Applicable to Subproject 6(a) will be increased by this Change Order in the amount of$775,032 
5.The Provisional Sum Applicable to Subproject 6(a) will be unchanged by this Change Order in the amount of$— 
6.The Contract Price Applicable to Subproject 6(a) including this Change Order will be$2,034,905,117 
Adjustment to Contract Price Applicable to Subproject 6(b)
7.The original Contract Price Applicable to Subproject 6(b) (in CO-00009) was$457,696,000 
8.Net change for Contract Price Applicable to Subproject 6(b) by previously authorized Change Orders (#14, 16, 19-20, 23, 25-27, 30-31, 33, 36-37, 39-40, 43-44, 50, 52)$(3,978,536)
9.The Contract Price Applicable to Subproject 6(b) prior to this Change Order was$453,717,464 
10.The Contract Price Applicable to Subproject 6(b) will be unchanged by this Change Order$— 
11.The Provisional Sum Applicable to Subproject 6(b) will be unchanged by this Change Order$— 
12.The Contract Price Applicable to Subproject 6(b) including this Change Order will be$453,717,464 
Adjustment to Contract Price
13.The original Contract Price for Subproject 6(a) and Subproject 6(b) was (add lines 1 and 7) $2,474,588,573 
14.The Contract Price prior to this Change Order was (add lines 3 and 9)....................................................$2,487,847,549 
15.The Contract Price will be increased by this Change Order in the amount of (add lines 4, 5, 10 and 11) $775,032 
16.The new Contract Price including this Change Order will be (add lines 14 and 15)................................$2,488,622,581 

Adjustment to dates in Project Schedule for Subproject 6(a)
The following dates are modified: N/A
Adjustment to other Changed Criteria for Subproject 6(a): N/A



Adjustment to Payment Schedule for Subproject 6(a): Yes; see Exhibit B
Adjustment to Minimum Acceptance Criteria for Subproject 6(a): N/A
Adjustment to Performance Guarantees for Subproject 6(a): N/A
Adjustment to Design Basis for Subproject 6(a): N/A
Other adjustments to liability or obligations of Contractor or Owner under the Agreement for Subproject 6(a): N/A

Adjustment to dates in Project Schedule for Subproject 6(b)
The following dates are modified: N/A
Adjustment to other Changed Criteria for Subproject 6(b): N/A
Adjustment to Payment Schedule for Subproject 6(b): N/A
Adjustment to Design Basis for Subproject 6(b): 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: /s/ KM Contractor /s/ DC 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.

/s/ David Craft/s/ Kane McIntosh
OwnerContractor
David CraftKane McIntosh
NameName
SVP E&CSenior Project Manager
TitleTitle
December 17, 2021December 15, 2021
Date of SigningDate of Signing




CHANGE ORDER
Impacts from Hurricane Nicholas
PROJECT NAME: Sabine Pass LNG Stage 4 Liquefaction Facility

OWNER: Sabine Pass Liquefaction, LLC

CONTRACTOR: Bechtel Oil, Gas and Chemicals, Inc.

DATE OF AGREEMENT: November 7, 2018
CHANGE ORDER NUMBER: CO-00057

DATE OF CHANGE ORDER: December 15, 2021

The Agreement between the Parties listed above is changed as follows:
1.In accordance with Section 6.2 of the Agreement (Change Orders Requested by Contractor), Parties agree this Change Order includes final and agreed-upon impacts to the Project caused by Hurricane Nicholas.

2. The detailed cost breakdown for this Change Order is detailed in Exhibit A of this Change Order.

3. Schedule C-3 (Milestone Payment Schedule) of Attachment C of the Agreement will be amended by including the milestone(s) listed in Exhibit B of this Change Order.
Adjustment to Contract Price Applicable to Subproject 6(a)
1.The original Contract Price Applicable to Subproject 6(a) was$2,016,892,573 
2.Net change for Contract Price Applicable to Subproject 6(a) by previously authorized Change Orders (#01-08, 10-13, 15, 17-18, 21-22, 24, 28-29, 31-32, 34-35, 38, 41-42, 45-49, 51, 53-56)$18,012,544 
3.The Contract Price Applicable to Subproject 6(a) prior to this Change Order was$2,034,905,117 
4.The Contract Price Applicable to Subproject 6(a) will be increased by this Change Order in the amount of$98,631 
5.The Provisional Sum Applicable to Subproject 6(a) will be unchanged by this Change Order in the amount of$— 
6.The Contract Price Applicable to Subproject 6(a) including this Change Order will be$2,035,003,748 
Adjustment to Contract Price Applicable to Subproject 6(b)
7.The original Contract Price Applicable to Subproject 6(b) (in CO-00009) was$457,696,000 
8.Net change for Contract Price Applicable to Subproject 6(b) by previously authorized Change Orders (#14, 16, 19-20, 23, 25-27, 30-31, 33, 36-37, 39-40, 43-44, 50, 52)$(3,978,536)
9.The Contract Price Applicable to Subproject 6(b) prior to this Change Order was$453,717,464 
10.The Contract Price Applicable to Subproject 6(b) will be unchanged by this Change Order$— 
11.The Provisional Sum Applicable to Subproject 6(b) will be unchanged by this Change Order$— 
12.The Contract Price Applicable to Subproject 6(b) including this Change Order will be$453,717,464 
Adjustment to Contract Price
13.The original Contract Price for Subproject 6(a) and Subproject 6(b) was (add lines 1 and 7) $2,474,588,573 
14.The Contract Price prior to this Change Order was (add lines 3 and 9)....................................................$2,488,622,581 
15.The Contract Price will be increased by this Change Order in the amount of (add lines 4, 5, 10 and 11) $98,631 
16.The new Contract Price including this Change Order will be (add lines 14 and 15)................................$2,488,721,212 

Adjustment to dates in Project Schedule for Subproject 6(a)
The following dates are modified: N/A
Adjustment to other Changed Criteria for Subproject 6(a): N/A



Adjustment to Payment Schedule for Subproject 6(a): Yes; see Exhibit B
Adjustment to Minimum Acceptance Criteria for Subproject 6(a): N/A
Adjustment to Performance Guarantees for Subproject 6(a): N/A
Adjustment to Design Basis for Subproject 6(a): N/A
Other adjustments to liability or obligations of Contractor or Owner under the Agreement for Subproject 6(a): N/A

Adjustment to dates in Project Schedule for Subproject 6(b)
The following dates are modified: N/A
Adjustment to other Changed Criteria for Subproject 6(b): N/A
Adjustment to Payment Schedule for Subproject 6(b): N/A
Adjustment to Design Basis for Subproject 6(b): 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: /s/ KM Contractor /s/ DC 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.

/s/ David Craft/s/ Kane McIntosh
OwnerContractor
David CraftKane McIntosh
NameName
SVP E&CSenior Project Manager
TitleTitle
December 17, 2021December 15, 2021
Date of SigningDate of Signing





Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed as of:2/24/22
Filed on:2/23/22
For Period end:12/31/21
12/17/21
12/15/218-K
12/1/21
11/30/21
11/7/1810-Q,  8-K
 List all Filings 


6 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/22/24  Sabine Pass Liquefaction, LLC     10-K       12/31/23   85:7.7M
 7/13/23  Sabine Pass Liquefaction, LLC     S-4                   87:14M                                    Donnelley … Solutions/FA
 2/23/23  Sabine Pass Liquefaction, LLC     10-K       12/31/22   84:8.7M
11/03/22  Sabine Pass Liquefaction, LLC     10-Q        9/30/22   70:7.8M
 8/04/22  Sabine Pass Liquefaction, LLC     10-Q        6/30/22   69:6.6M
 5/04/22  Sabine Pass Liquefaction, LLC     10-Q        3/31/22   69:6M


40 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/26/21  Sabine Pass Liquefaction, LLC     8-K:1,9    11/24/21   11:139K                                   Donnelley … Solutions/FA
11/04/21  Sabine Pass Liquefaction, LLC     10-Q        9/30/21   72:6.9M
 8/05/21  Sabine Pass Liquefaction, LLC     10-Q        6/30/21   75:6.9M
 5/04/21  Sabine Pass Liquefaction, LLC     10-Q        3/31/21   73:6.2M
 2/24/21  Sabine Pass Liquefaction, LLC     10-K       12/31/20   90:8.6M
12/10/20  Sabine Pass Liquefaction, LLC     8-K:1,9    12/09/20   13:187K
11/06/20  Sabine Pass Liquefaction, LLC     10-Q        9/30/20   75:6.8M
 8/06/20  Sabine Pass Liquefaction, LLC     10-Q        6/30/20   75:7M
 5/08/20  Sabine Pass Liquefaction, LLC     8-K:1,2,8,9 5/05/20   15:755K                                   Donnelley … Solutions/FA
 4/30/20  Sabine Pass Liquefaction, LLC     10-Q        3/31/20   74:6.2M
 3/23/20  Sabine Pass Liquefaction, LLC     8-K:1,9     3/19/20   13:2.6M                                   Donnelley … Solutions/FA
 2/25/20  Sabine Pass Liquefaction, LLC     10-K       12/31/19   89:11M
11/01/19  Sabine Pass Liquefaction, LLC     10-Q        9/30/19   75:6.6M
 8/08/19  Sabine Pass Liquefaction, LLC     10-Q        6/30/19   77:7M
 5/09/19  Sabine Pass Liquefaction, LLC     10-Q        3/31/19   76:5.4M
11/09/18  Sabine Pass Liquefaction, LLC     8-K:1,9    11/07/18    2:4.8M                                   Donnelley … Solutions/FA
 3/06/17  Cheniere Energy Partners, L.P.    8-K:1,2,9   2/28/17    4:445K                                   Donnelley … Solutions/FA
 2/27/17  Cheniere Energy Partners, L.P.    8-K:1,2,9   2/24/17    4:1.3M                                   Donnelley … Solutions/FA
 2/24/17  Sabine Pass Liquefaction, LLC     10-K       12/31/16   85:8.2M
 2/03/17  Sabine Pass Liquefaction, LLC     S-4                   97:13M                                    Donnelley … Solutions/FA
 9/23/16  Cheniere Energy Partners, L.P.    8-K:1,2,9   9/19/16    5:458K                                   Donnelley … Solutions/FA
 6/14/16  Cheniere Energy Partners, L.P.    8-K:1,2,9   6/08/16    4:421K                                   Donnelley … Solutions/FA
11/09/15  Sabine Pass Liquefaction, LLC     10-Q/A      9/30/15    5:171K
 3/03/15  Cheniere Energy Partners, L.P.    8-K:1,2,9   2/26/15    4:703K                                   Donnelley … Solutions/FA
 8/11/14  Sabine Pass Liquefaction, LLC     8-K:1,9     8/05/14    2:1.2M
 5/22/14  Cheniere Energy Partners, L.P.    8-K:1,2,9   5/20/14    4:766K
12/02/13  Cheniere Energy Partners LP … LLC S-1/A                 11:5.1M                                   Donnelley … Solutions/FA
11/25/13  Cheniere Energy Partners, L.P.    8-K:1,2,9  11/25/13    3:260K                                   Donnelley … Solutions/FA
11/15/13  Sabine Pass Liquefaction, LLC     S-4                   12:3.5M                                   Donnelley … Solutions/FA
 8/02/13  Sabine Pass LNG, L.P.             10-Q        6/30/13   69:4.7M
 5/03/13  Cheniere Energy Partners, L.P.    10-Q        3/31/13   58:6.8M
 4/16/13  Cheniere Energy Partners, L.P.    8-K:1,2,7,9 4/10/13    6:537K                                   Donnelley … Solutions/FA
 2/22/13  Cheniere Energy Partners, L.P.    10-K       12/31/12   91:12M
 2/04/13  Cheniere Energy Partners, L.P.    8-K:1,2,9   1/29/13    4:1.3M                                   Donnelley … Solutions/FA
 8/06/12  Sabine Pass LNG, L.P.             8-K:1,9     7/31/12    3:1.4M                                   Donnelley … Solutions/FA
 5/15/12  Cheniere Energy Partners, L.P.    8-K:1,8,9   5/14/12    9:5.2M
 1/30/12  Cheniere Energy Partners, L.P.    8-K:1,8,9   1/30/12    3:1.2M
 1/26/12  Cheniere Energy Partners, L.P.    8-K:1,8,9   1/25/12    3:1.3M
12/12/11  Cheniere Energy Partners, L.P.    8-K:1,8,9  12/11/11    3:1.3M
11/21/11  Cheniere Energy Partners, L.P.    8-K:1,8,9  11/21/11    3:1.3M
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