Change Order 4 to Agreement for Engineering



 Exhibit 10.5 
 CHANGE ORDER FORM 
  

			
	 PROJECT NAME: Sabine Pass LNG Phase 2
 Receiving,
Storage and Re-Gasification Terminal
 Expansion (“Phase 2 Project”)
  

COMPANY: Sabine Pass LNG, L.P.
  
 CONTRACTOR: Bechtel Corporation
  
 DATE OF AGREEMENT: July 21, 2006
	 	 CHANGE ORDER NUMBER:     SP2/BE-004    
  
 DATE OF CHANGE ORDER:     May 29,
2007    
  
 ADJUSTMENT TO CONTRACTOR’S FIXED FEE

 NO#1


  

 The Agreement between the Parties listed above is changed as follows: 
 Increase in the Fixed Fee associated with the implementation of the
following agreed Scope Changes: 
  

				
	 1.      Revise Plot Plan and Expand SCV Layout

 Adjust submerged combustible vaporizer (SCV) layout from duplicate design of Phase 1 to modified spacing arrangement to align
with the first set of eight (8) ambient air vaporizer (AAV) trains planned for installation in Phase 2. Re-work of existing dike area north of the SCV foundations.
 Reference Trend No. F-0001
	  	$	1,177,000
		
	 2.      Open Cell Marine Tug Boat Berth 
	  		
	 a)      Supply, install and hookup of the electrical and instrument scope of
the line tensioning system
	  		
	 b)      Supply and install laser docking aid system for each berth using
proprietary technology called SMARTDOCK software
	  		
	 c)      Implement fender-line range board requirements modified by SPLNG with
engineering specification developed by Lanier
	  		
	 d)      Install fender piles (if required), fenders, bollards and all other
related marine components for the tugs
	  		
	 e)      Utilities scope for Phase 2 will include fire water, potable water and
electrical power
	  		
	 f)      Installation of patented Open Cell sheet pile wall
	  		
	 g)      Dredging of the tug berth
	  		
	 h)      Installation of riprap from Mooring Dolphin to the first
cell
	  		
	 Reference Trend No. F-0004 
	  	$	16,736,000
		
	 3.      Extend Pipe Rack Piling for 21R
	  		
	 Extend piling installation for pipe rack 21R to the west side of LNG tank S-105 dike area to accommodate future expansion of LNG
Tank S-106 while LNG tank S-105 is in operation.
	  		
	 Reference Trend No. F-0009 
	  	$	 672,000
		
	 4.      Install Heavy Haul Access Road
	  		
	 Construct a heavy haul access road to the Phase 2 tank area to accommodate piling and tank material deliveries from the
construction dock.
	  		
	 Reference Trend No. F-0015 
	  	$	 486,000
		
	 5.      Pipeline Compressor Study 
	  		
	 Perform a study to investigate installation of a reciprocating compressor for boosting the BOG pressure to enable it to be
delivered to the pipeline at the prevailing pipeline operating pressure.
	  		
	 Reference Trend No. F-0022
	  	$	 70,000
		
	 6.      High Pressure Pipeline Compressor
	  		
	 Provide, install a high pressure pipeline compressor into the design scope of Phase 2 project to provide the ability to increase
the BOG pressure to enable it to be delivered to the pipeline at the prevailing pipeline operating pressure for SPLNG Re-gasification Terminal.
	  		
	 Reference Trend No. F-0038 
	  	$	6,259,000
		
	 Total Changes:
	  	$	25,400,000
		  	 	 

  

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	 PROJECT NAME: Sabine Pass LNG Phase 2
 Receiving,
Storage and Re-Gasification Terminal
 Expansion (“Phase 2 Project”)
  
 COMPANY: Sabine Pass LNG, L.P.
  
 CONTRACTOR: Bechtel Corporation
  
 DATE OF AGREEMENT: July 21,
2006
	 	 CHANGE ORDER NUMBER:     SP2/BE-004    
  
 DATE OF CHANGE ORDER:     May 29,
2007    
  
 ADJUSTMENT TO CONTRACTOR’S FIXED FEE

 NO#1


  

 The Total Changes listed above increase the cost of the Phase 2 Project by US$25,400,000. Pursuant to Section 7.2 of Article 7 of the Agreement, for each US$5,000,000 increase in the cost of the Phase 2 Project, individually or in the
aggregate, the Fixed Fee will be adjusted by US$200,000. Consequently, this Change Order represents an adjustment to the Fixed Fee in the amount of US$1,000,000 (4% x $25,000,000). The remaining $ 400,000 of the Total Changes will
added to a future Change Order when the next US$5,000,000 threshold is achieved. 
  

			
	 References:
	  	Bechtel Letter No. 25279-001-T006-GAM-00012
		  	 Bechtel Letter No. 25279-001-T006-GAM-00013
 Bechtel Letter No. 25279-001-T006-GAM-00027
 Bechtel Letter No. 25279-001-T006-GAM-00042
 Bechtel Letter No. 25279-001-T007-GAM-00007
 Bechtel Letter
No. 25279-001-T007-GAM-00009
 Attachment A – SCV Layout
 Attachment B – Marine Berth
 Attachment C – Pipe Rack 21R Extension
 Attachment D – Heavy Haul Access Road
 Attachment E – Pipeline Compressor Study
 Attachment F – High Pressure Pipeline Compressor
 Attachment G –
Fixed Fee Table


  

 Adjustment to Contractor’s Fixed Fee 
  

				
	 The original Fixed Fee was
	  	$	18,500,000
		
	 Change in Fixed Fee by previously authorized Change Orders
	  	$	 -0-    
		
	 The Fixed Fee prior to this Change Order was
	  	$	18,500,000
		
	The Fixed Fee will be increased by this Change Order in the amount of	  	$	 1,000,000
		
	 The new Fixed Fee including this Change Order will be
	  	$	19,500,000

 This Change Order shall constitute a full and final settlement and accord and satisfaction of all effects
of the change as described in this Change Order #004 upon the Fixed Fee and shall be deemed to compensate Bechtel fully for such change. 
 Upon
execution of this Change Order by Company 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. 
  

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	 PROJECT NAME: Sabine Pass LNG Phase 2 Receiving, Storage and Re-Gasification Terminal Expansion (“Phase 2 Project”)
  
 COMPANY: Sabine Pass LNG, L.P.
  
 CONTRACTOR: Bechtel Corporation
  
 DATE OF AGREEMENT: July 21,
2006
	 	 CHANGE ORDER NUMBER:         SP2/BE-004
  
 DATE OF CHANGE ORDER:
        May 29, 2007
  
 ADJUSTMENT TO CONTRACTOR’S FIXED FEE NO#1


  

  

					
		 		 	
			
	/s/ Stan Horton	 		 	/s/ Jose Montalvo
	 * Charif Souki
 Chairman
 6-14-07
 Date of Signing
	 		 	 Contractor
 Jose Montalvo 

Name
 Project Manager
 Title

			
	 	 		 	 18 Jun 07
 Date of
Signing

			
	 /s/ Stan Horton
 * Stan
Horton
 President & COO Cheniere Energy
	 		 	 
			
	 6-14-07
 Date of Signing
	 		 	 
			
	 /s/ Ed Lehotsky
 * Ed
Lehotsky
 Owner Representative
	 		 	 
			
	 June 14, 2007
 Date of
Signing
	 		 	 

  

	*	Required Owner signature – Mr. Horton may sign on behalf of Mr. Souki during Mr. Souki’s absence. 

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