EX-4.1


 Exhibit 4.1 

EXECUTION VERSION 
 CHENIERE CORPUS
CHRISTI HOLDINGS, LLC, 
 as Issuer, 

and 
 CORPUS CHRISTI LIQUEFACTION,
LLC, 
 CHENIERE CORPUS CHRISTI PIPELINE, L.P., and 

CORPUS CHRISTI PIPELINE GP, LLC, 

as Guarantors, 
 AND EACH
GUARANTOR THAT MAY BECOME PARTY HERETO 
  
  

SECOND SUPPLEMENTAL INDENTURE 

Dated as of May 19, 2017 
  

 
 The Bank of New
York Mellon, 
 as Trustee 






 TABLE OF CONTENTS 
  

					
	 	  	 	  	Page
	 ARTICLE 1 INTERPRETATION
	  	1
			
	 Section 1.01
	  	 To Be Read With the Base Indenture
	  	1
	 Section 1.02
	  	 Capitalized Terms
	  	2
		
	 ARTICLE 2 ADDITIONAL NOTES
	  	2
			
	 Section 2.01
	  	 The Additional Notes
	  	2
	 Section 2.02
	  	 Maturity Date
	  	2
	 Section 2.03
	  	 Form; Payment of Interest
	  	2
	 Section 2.04
	  	 Execution and Authentication of the 5.125% 2027 Notes
	  	3
		
	 ARTICLE 3 REDEMPTION AND CHANGE OF CONTROL OFFER
	  	3
			
	 Section 3.01
	  	 Redemption
	  	3
		
	 ARTICLE 4 MISCELLANEOUS
	  	6
			
	 Section 4.01
	  	 Ratification of the Indenture; Accession Agreement
	  	6
	 Section 4.02
	  	 Governing Law
	  	6
	 Section 4.03
	  	 Counterpart Originals
	  	6
	 Section 4.04
	  	 Table of Contents, Headings, etc.
	  	7
	 Section 4.05
	  	 The Trustee
	  	7
	 Section 4.06
	  	 Incorporation by Reference
	  	7
			
		  	EXHIBITS	  	
	 Exhibit A-1
            FORM OF NOTE
	  	
	 Exhibit A-2
            FORM OF REGULATION S TEMPORARY GLOBAL NOTE
	  	

  

  
 -i- 







 SECOND SUPPLEMENTAL INDENTURE (the “Second Supplemental
Indenture”), dated as of May 19, 2017, by and among Cheniere Corpus Christi Holdings, LLC, a Delaware limited liability company (the “Company”), Corpus Christi Liquefaction, LLC (“CCL”), Cheniere
Corpus Christi Pipeline, L.P. (“CCP”), Corpus Christi Pipeline GP, LLC (“CCP GP”) and any other Guarantors (as defined in the Indenture referred to below) that may become a party hereto from time to time, and The
Bank of New York Mellon, as Trustee under the Base Indenture referred to below (the “Trustee”). 
 WHEREAS,
the Company, the Guarantors and the Trustee previously have entered into an indenture, dated as of May 18, 2016 (the “Base Indenture”, as supplemented by this Second Supplemental Indenture, the “Indenture”),
providing for the issuance of 7.000% Senior Secured Notes due 2024 (the “Original 7.000% 2024 Notes”); 

WHEREAS, the Base Indenture provides that, among other things, subsequent to the execution of the Base Indenture, the Company
and the Trustee may, without the consent of Holders of the Original 7.000% 2024 Notes, enter into one or more indentures supplemental to the Base Indenture to provide for the issuance of Additional Notes in accordance with Section 2.01(d) thereof;

 WHEREAS, the Base Indenture provides that the terms and conditions of any Additional Notes shall be established in one or
more Supplemental Indentures approved pursuant to a Board Resolution; 
 WHEREAS, pursuant to a Board Resolution dated as of
May 11, 2017, the Company has authorized the issuance of $1,500,000,000 aggregate principal amount of its 5.125% Senior Secured Notes due 2027 and such Board Resolution has been sent to the Trustee; 

WHEREAS, the Company has requested and hereby requests that the Trustee join in the execution of this Second Supplemental
Indenture; 
 WHEREAS, pursuant to Section 9.01 of the Base Indenture, the Trustee is authorized to execute and deliver
this Second Supplemental Indenture; and 
 WHEREAS, all things necessary to make this Second Supplemental Indenture a valid
agreement of the parties and a valid supplement to the Base Indenture have been done. 
 NOW, THEREFORE, for and in
consideration of the premises and the mutual covenants contained herein and in the Base Indenture and for other good and valuable consideration, the receipt and sufficiency of which are herein acknowledged, the Company, the Guarantors and the
Trustee hereby agree, for the equal and ratable benefit of all Holders, as follows: 
 ARTICLE 1 

INTERPRETATION 

Section 1.01    To Be Read With the Base Indenture 

This Second Supplemental Indenture is executed and shall be construed as an indenture supplemental to the Base Indenture, and
the Base Indenture and this Second Supplemental 

  
 -1- 







 
Indenture shall hereafter be read together and shall have effect, so far as practicable, with respect to the 5.125% 2027 Notes (as defined below) as if all the provisions of the Base Indenture
and this Second Supplemental Indenture were contained in one instrument. 
 Section 1.02    Capitalized Terms 

All capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Base Indenture. 

ARTICLE 2 
 ADDITIONAL NOTES 

Section 2.01    The Additional Notes 

Pursuant to Section 2.01(d) of the Base Indenture, the Company hereby creates and issues a series of Notes designated as
“5.125% Senior Secured Notes due 2027,” initially limited in aggregate principal amount to $1,500,000,000 (the “5.125% 2027 Notes”); provided that the Company may, at any time and from time to time, create and issue
additional 5.125% 2027 Notes in an unlimited principal amount which will be part of the same series as the 5.125% 2027 Notes and which will have the same terms (except for the issue date, issue price and, in some cases, the initial interest accrual
date and the first Interest Payment Date) as the 5.125% 2027 Notes. The 5.125% 2027 Notes will have the same terms as the Original 7.000% 2024 Notes other than as provided in this Second Supplemental Indenture. All 5.125% 2027 Notes issued under the
Indenture will, once issued, be considered Notes for all purposes thereunder and will be subject to and take the benefit of all the terms, conditions and provisions of the Indenture. 

Section 2.02    Maturity Date 

The maturity date of the 5.125% 2027 Notes is June 30, 2027. 

Section 2.03    Form; Payment of Interest 

(a)    With respect to the 5.125% 2027 Notes, the references, in the Base Indenture, in Section 2.01
thereof and in the definition of “Definitive Note”, to Exhibit A-1 and Exhibit A-2, shall be to Exhibit
A-1 and Exhibit A-2 attached to this Second Supplemental Indenture. 

(b)    The Company will pay interest and Additional Interest, if any, on the 5.125% 2027 Notes
semi-annually in arrears on June 30 and December 31 of each year, or if any such day is not a Business Day, on the next succeeding Business Day. Interest on the 5.125% 2027 Notes will accrue from the most recent date to which interest has
been paid or, if no interest has been paid, from May 19, 2017. The first Interest Payment Date with respect to the 5.125% 2027 Notes shall be December 31, 2017. Any accrued and unpaid interest on the 5.125% 2027 Notes at maturity will be
paid on the maturity date. 

  
 -2- 







 Section 2.04    Execution and Authentication of the 5.125% 2027 Notes 

The Trustee shall, pursuant to an Authentication Order, authenticate the 5.125% 2027 Notes. 

ARTICLE 3 
 REDEMPTION AND CHANGE
OF CONTROL OFFER 
 Section 3.01    Redemption 

(a)    With respect to the 5.125% 2027 Notes, Section 3.02 of the Base Indenture shall be replaced in
its entirety to read as follows: 
 “Section 3.02    Selection of Notes to be Redeemed 

If less than all of the 5.125% Senior Secured Notes due 2027 (the “5.125% 2027 Notes”) and the Exchange Notes
issued for the 5.125% 2027 Notes (collectively, the “5.125% 2027 Series Notes”) are to be redeemed at any time, the Trustee will select 5.125% 2027 Series Notes for redemption pro rata, by lot or by such other method as the
Trustee shall deem fair and appropriate (provided that, in the case of Global Notes, the Depositary may select Global Notes for redemption pursuant to its Applicable Procedures) and, if applicable, with such adjustments that may be deemed
appropriate by the Trustee so that only 5.125% 2027 Series Notes in denominations of $2,000 or whole multiples of $1,000 in excess thereof will be purchased unless otherwise required by law, Depositary requirements, or applicable stock exchange
requirements. 
 No 5.125% 2027 Series Notes of $2,000 or less can be redeemed in part. In the event of partial redemption,
the particular 5.125% 2027 Series Notes to be redeemed will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously
called for redemption. 
 The Trustee will promptly notify the Company in writing of the 5.125% 2027 Series Notes selected
for redemption and, in the case of any 5.125% 2027 Series Note selected for partial redemption, the principal amount thereof to be redeemed. 5.125% 2027 Series Notes and portions of 5.125% 2027 Series Notes selected will be in amounts of $2,000 or
whole multiples of $1,000 in excess thereof; except that if all of the 5.125% 2027 Series Notes of a Holder are to be redeemed, the entire outstanding amount of 5.125% 2027 Series Notes held by such Holder, even if not in the amount of $2,000 or a
whole multiple of $1,000 thereof, shall be redeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to 5.125% 2027 Series Notes called for redemption also apply to portions of 5.125% 2027 Series Notes called
for redemption.” 

  
 -3- 







 (b)    With respect to the 5.125% 2027 Notes,
Section 3.07 of the Base Indenture shall be replaced in its entirety to read as follows: 

“Section 3.07    Optional Redemption 

At any time or from time to time prior to January 1, 2027 (the “Call Date”), the Company may, at its
option, redeem all or a part of its 5.125% 2027 Series Notes, at a redemption price equal to the Make-Whole Price plus accrued and unpaid interest on such 5.125% 2027 Series Notes, if any, up to but excluding the redemption date (subject to the
right of Holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the redemption date, without duplication). 

“Make-Whole Price” with respect to any 5.125% 2027 Series Notes to be redeemed, means an amount equal to the
greater of: 
  

	 	(1)	 100% of the principal amount of such 5.125% 2027 Series Notes, without any premium, penalty or charge; and



  

	 	(2)	 an amount equal to the sum of the present values of the remaining scheduled payments of principal and interest
from the redemption date to the Call Date (assuming the principal amount is scheduled to be paid on the Call Date and not including any portion of such payments of interest accrued and paid on the redemption date) discounted back to the redemption
date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate (as defined below) plus 50 basis points;



 “Treasury Rate” means the yield to maturity at the time of computation of United States
Treasury securities with a constant maturity (as compiled and published in the most recent Federal Reserve Statistical Release H.15 (519) which has become publicly available at least two Business Days (but not more than five Business Days) prior to
the relevant redemption date (or, if such Statistical Release is not so published or available, any publicly available source of similar market data selected by the Company in good faith)) most nearly equal to the period from the redemption date to
the Call Date on which the principal of the 5.125% 2027 Series Notes being redeemed will be paid in full; provided, however, that if the period from the redemption date to such Call Date is not equal to the constant maturity of a
United States Treasury security for which a weekly average yield is given, the Treasury Rate shall be obtained by linear interpolation (calculated to the nearest one-twelfth of a year) from the weekly average
yields of United States Treasury securities for which such yields are given, except that if the period from the redemption date to such Call Date is less than one year, the weekly average yield on actually traded United States Treasury securities
adjusted to a constant maturity of one year shall be used. 
 The notice of redemption with respect to the foregoing
redemption need not set forth the Make-Whole Price but only the manner of calculation thereof. The Company will notify the Trustee of the Make-Whole Price with respect to any redemption promptly after the calculation, and the Trustee shall not be
responsible for such calculation. 

  
 -4- 







 At any time on or after the Call Date, the Company may, at its option, redeem all
or a part of the 5.125% 2027 Series Notes, at a redemption price equal to 100% of the principal amount of the 5.125% 2027 Series Notes to be redeemed, plus accrued and unpaid interest up to but excluding the redemption date, without any premium,
penalty or charge (subject to the right of holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the redemption date, without duplication).” 

(c)    With respect to the 5.125% 2027 Notes, clause (5) of Section 3.09 of the Base Indenture
shall be replaced in its entirety to read as follows: 
 “(5) that Holders electing to have a 5.125% 2027 Series Note
purchased pursuant to an Asset Sale Offer, Excess Loss Proceeds Offer, the PLD Excess Proceeds Offer or the LNG SPA Mandatory Offer, as applicable, may elect to have 5.125% 2027 Series Notes purchased in integral multiples of $2,000 and integral
multiples of $1,000 in excess thereof only;” 
 (d)    With respect to the 5.125% 2027 Notes,
clause (8) of Section 3.09 of the Base Indenture shall be replaced in its entirety to read as follows: 
 “(8)
that, if the aggregate principal amount of 5.125% 2027 Series Notes and other Senior Debt tendered by Holders thereof or required to be prepaid, exceeds the Offer Amount, the 5.125% 2027 Series Notes, and such other Senior Debt, shall be purchased
on a pro rata basis as determined pursuant to the CSAA and the Trustee will select the 5.125% 2027 Series Notes or portions thereof to be purchased by lot, on a pro rata basis or by any other method as the Trustee shall deem fair and
appropriate; provided that, in the case of Global Notes, the Depositary may select Global Notes for redemption pursuant to its Applicable Procedures (and, if applicable, with respect to the 5.125% 2027 Series Notes, with such adjustments as
may be deemed appropriate by the Trustee so that only 5.125% 2027 Series Notes in denominations of $2,000 and integral multiples of $1,000 in excess thereof, will be purchased); and” 

(e)    With respect to the 5.125% 2027 Notes, clause (7) of Section 4.17(a) of the Base Indenture
shall be replaced in its entirety to read as follows: 
 “(7) that Holders whose 5.125% 2027 Series Notes are being
purchased only in part will be issued new 5.125% 2027 Series Notes equal in principal amount to the unpurchased portion of the 5.125% 2027 Series Notes surrendered, which unpurchased portion must be equal to $2,000 in principal amount or an integral
multiple of $1,000 in excess thereof.” 
 (f)    With respect to the 5.125% 2027 Notes, the last
paragraph of Section 4.17(b) of the Base Indenture shall be replaced in its entirety to read as follows: 
 “The Paying
Agent will promptly mail (but in any case not later than five days after the Change of Control Payment Date) to each Holder of 5.125% 2027 Series Notes properly tendered the Change of Control Payment for such 5.125% 2027 Series Notes, and the
Trustee will promptly authenticate and mail (or cause to be transferred by book entry) to each Holder a new 5.125% 2027 Series Note equal in principal amount to any unpurchased portion of the 5.125% 2027 Series Notes surrendered, if any;
provided that each such new 5.125% 2027 Series Note will be in a principal amount of $2,000 or an integral multiple of $1,000 in excess thereof.” 

  
 -5- 







 ARTICLE 4 

MISCELLANEOUS 

Section 4.01    Ratification of the Indenture; Accession Agreement 

(a)    The Base Indenture as supplemented by this Second Supplemental Indenture is in all respects ratified
and confirmed, and this Second Supplemental Indenture shall be deemed part of the Base Indenture in the manner and to the extent herein and therein provided. 

(b)    Each Holder of the 5.125% 2027 Notes, by its acceptance of the 5.125% 2027 Notes,
(i) instructs and directs the Trustee to execute and deliver the Second Amended and Restated Senior Creditor Group Representative Accession Agreement (which document shall be substantially in the form attached as Schedule D-1 to the CSAA) (the “Accession Agreement”) on its behalf, and (ii) appoints the Trustee as Senior Creditor Group Representative of the Holders for purposes of the Accession Agreement and each
Finance Document to which the Trustee is party on behalf of the Holders. 
 (c)    Upon the execution
and delivery by the Trustee of the Accession Agreement (i) the 5.125% 2027 Notes upon issuance will constitute Additional Senior Debt and Senior Debt Obligations that are pari passu with all other Senior Debt Obligations and will be
secured by the Collateral equally and ratably with all other Senior Debt Obligations, (ii) the Trustee shall be the Senior Creditor Group Representative for the Holders of the Notes (including for the avoidance of doubt those issued under the
Base Indenture and existing amendments and supplements thereto), as a single Senior Creditor Group, and (iii) the Holders shall be Senior Noteholders. 

Section 4.02    Governing Law 

THE LAW OF THE STATE OF NEW YORK WILL GOVERN AND BE USED TO CONSTRUE THIS SECOND SUPPLEMENTAL INDENTURE, THE 5.125% 2027 NOTES
AND ANY NOTE GUARANTEES RELATED TO THE 5.125% 2027 NOTES WITHOUT REGARD TO CONFLICTS OF LAWS PRINCIPLES THEREOF OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW. 

Section 4.03    Counterpart Originals 

The parties may sign any number of copies of this Second Supplemental Indenture. Each signed copy will be an original, but all
of them together represent the same agreement. The exchange of copies of this Second Supplemental Indenture and of signature pages by facsimile or electronic format (i.e., “pdf” or “tif”) transmission shall constitute
effective execution and delivery of this Second Supplemental Indenture as to the parties hereto and may be used in lieu of the original Second Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or
electronic format (i.e., “pdf” or “tif”) shall be deemed to be their original signatures for all purposes. 

  
 -6- 







 Section 4.04    Table of Contents, Headings, etc. 

The Table of Contents and Headings of the Articles and Sections of this Second Supplemental Indenture have been inserted for
convenience of reference only, are not to be considered a part of this Indenture and will in no way modify or restrict any of the terms or provisions hereof and will not affect the construction hereof. 

Section 4.05    The Trustee 

The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity, adequacy or sufficiency of
this Second Supplemental Indenture or of the 5.125% 2027 Notes. The recitals and statements contained herein and in the 5.125% 2027 Notes (except in the Trustee’s certificate of authentication), are deemed to be those solely of the Company and
not those of the Trustee, and the Trustee assumes no responsibility for their correctness. 
 Section 4.06    Incorporation by
Reference 
 Without limiting Section 1.01 hereof, Sections 13.01 and 13.11 of the Base Indenture are explicitly
incorporated herein by reference and made part of this Second Supplemental Indenture. 
 [Signatures on following page] 

  
 -7- 







 SIGNATURES 

Dated as of May 19, 2017 
  

			
	 CHENIERE CORPUS CHRISTI HOLDINGS, LLC

		
	 By:
	 	 /s/ Michael J. Wortley

	 Name:
	 	 Michael J. Wortley

	 Title:
	 	 President and Chief Financial Officer



  

			
	 CORPUS CHRISTI LIQUEFACTION, LLC

		
	 By:
	 	 /s/ Michael J. Wortley

	 Name:
	 	 Michael J. Wortley

	 Title:
	 	 Chief Financial Officer



  

			
	 CHENIERE CORPUS CHRISTI PIPELINE, L.P.

		
	 By:
	 	 /s/ Michael J. Wortley

	 Name:
	 	 Michael J. Wortley

	 Title:
	 	 Chief Financial Officer



  

			
	 CORPUS CHRISTI PIPELINE GP, LLC

		
	 By:
	 	 /s/ Michael J. Wortley

	 Name:
	 	 Michael J. Wortley

	 Title:
	 	 Chief Financial Officer



 [Signature Page to the Second Supplemental Indenture] 






 
			
	 THE BANK OF NEW YORK MELLON,

as Trustee

		
	 By:
	 	 /s/ John D. Bowman

	 Name:
	 	 John D. Bowman

	 Title:
	 	 Vice President



 [Signature Page to the Second Supplemental Indenture] 






 EXHIBIT A-1 

[Face of Note] 
 CUSIP: 16412X AE5

 ISIN: US16412XAE58 
 5.125%
Senior Secured Notes due 2027 
 No.             $
                 
 CHENIERE CORPUS CHRISTI HOLDINGS,
LLC 
 promises to pay to              or registered assigns, the
principal sum of
                                         
        DOLLARS on June 30, 2027. 
 Interest Payment Dates: June 30 and December 31,
commencing December 31, 2017. Any accrued and unpaid interest at maturity will be paid on the maturity date. 
 Record Dates:
June 15 and December 15. 

  
 A-1-1 







 Dated:
                , 20          

 

			
	 CHENIERE CORPUS CHRISTI HOLDINGS, LLC

		
	 By:
	 	
             

	 Name:
	 	
	 Title:
	 	


 This is one of the Additional Notes of the series designated therein referred to in the within-mentioned
Indenture: 
  

			
	 THE BANK OF NEW YORK MELLON,

    as Trustee

		
	 By:
	 	  

	 Name:
	 	
	 Title:
	 	


  
 A-1-2 







 [Back of Note] 

5.125% Senior Secured Notes due 2027, 

referred to herein as the “Notes” 

[Insert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] 

[Insert the Private Placement Legend, if applicable pursuant to the provisions of the Indenture] 

Capitalized terms used herein have the meanings assigned to them in the Indenture referred to below unless otherwise
indicated. 
 (1)    INTEREST. Cheniere Corpus
Christi Holdings, LLC, a Delaware limited liability company (the “Company”), promises to pay interest on the principal amount of this Note at 5.125% per annum from May 19, 2017 until maturity and shall pay the Additional
Interest, if any, payable pursuant to Section 6 of the Registration Rights Agreement referred to below. The Company will pay interest and Additional Interest, if any, semi-annually in arrears on June 30 and December 31 of each year,
or if any such day is not a Business Day, on the next succeeding Business Day (each, an “Interest Payment Date”). Any accrued and unpaid interest on this Note at maturity will be paid on the maturity date. Interest on the Notes will
accrue from the most recent date to which interest has been paid or, if no interest has been paid, from the date of issuance; provided that if there is no existing Unmatured Event of Default or Event of Default in the payment of interest, and
if this Note is authenticated between a record date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such next succeeding Interest Payment Date; provided further that the first
Interest Payment Date shall be December 31, 2017. The Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal and premium, if any, from time to time on demand at a rate that
is 0.5% per annum in excess of the rate then in effect to the extent lawful; it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any,
(without regard to any applicable grace periods) from time to time on demand at the same rate to the extent lawful. Interest will be computed on the basis of a 360-day year of twelve 30-day months. 
 (2)    Method of
Payment. The Company will pay interest on the Notes (except defaulted interest) and Additional Interest, if any, to the Persons who are registered Holders of Notes at the close of business on the June 15 or December 15 next preceding the
Interest Payment Date, even if such Notes are canceled after such record date and on or before such Interest Payment Date, except as provided in Section 2.12 of the Indenture with respect to defaulted interest. The Notes will be payable as to
principal, premium and Additional Interest, if any, and interest at the office or agency of the Paying Agent or Registrar maintained for such purpose within or without the City and State of New York, or, at the option of the Company, payment of
interest and Additional Interest, if any, may be made by check mailed to the Holders at their addresses set forth in the register of Holders; provided that payment by wire transfer of immediately available funds will be required with respect
to principal of and interest, premium and Additional Interest, if any, on, all 

  
 A-1-3 







 
Global Notes and all other Notes the Holders of which will have provided wire transfer instructions to the Company or the Paying Agent. Such payment will be in such coin or currency of the United
States of America as at the time of payment is legal tender for payment of public and private debts. 

(3)    PAYING AGENT AND
REGISTRAR. Initially, The Bank of New York Mellon, the Trustee under the Indenture, will act as Paying Agent and Registrar. The Company may change any Paying Agent or Registrar without notice to any Holder. The
Company or any of its Subsidiaries may act in any such capacity. 

(4)    INDENTURE AND SECURITY
DOCUMENTS. The Company issued the Notes under an Indenture dated as of May 18, 2016, as supplemented by a second supplemental indenture dated as of May 19, 2017 (the “Indenture”) among the
Company, the Guarantors and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the TIA. The Notes are subject to all such terms, and Holders are referred to the Indenture
and such Act for a statement of such terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are secured obligations of the
Company. The Notes are secured by a pledge of Collateral (as defined in the Indenture) pursuant to the Security Documents referred to in the Indenture. The Indenture does not limit the aggregate principal amount of Notes that may be issued
thereunder. 
 (5)    OPTIONAL
REDEMPTION. 
 At any time or from time to time prior to January 1,
2027, the Company may, at its option, redeem all or a part of the 5.125% 2027 Series Notes, at a redemption price equal to the Make-Whole Price (subject to the right of Holders of record on the relevant record date to receive interest due on an
interest payment date that is on or prior to the redemption date, without duplication). 

“Make-Whole Price” with respect to any 5.125% 2027 Series Notes to be redeemed, means an
amount equal to the greater of: 
 (1)    100% of the principal amount of such 5.125%
2027 Series Notes, without any premium, penalty or charge; and 
 (2)    An amount equal
to the sum of the present values of the remaining scheduled payments of principal and interest from the redemption date to the Call Date (assuming the principal amount is scheduled to be paid on the Call Date and not including any portion of such
payments of interest accrued and paid on the redemption date) discounted back to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve
30-day months) at the Treasury Rate (as defined below) plus 50 basis points; 

  
 A-1-4 







 “Treasury Rate” means the yield to maturity at
the time of computation of United States Treasury securities with a constant maturity (as compiled and published in the most recent Federal Reserve Statistical Release H.15 (519) which has become publicly available at least two Business Days (but
not more than five Business Days) prior to the relevant redemption date (or, if such Statistical Release is not so published or available, any publicly available source of similar market data selected by the Company in good faith)) most nearly equal
to the period from the redemption date to the Call Date on which the principal of the 5.125% 2027 Series Notes being redeemed will be paid in full; provided, however, that if the period from the redemption date to such Call Date is not
equal to the constant maturity of a United States Treasury security for which a weekly average yield is given, the Treasury Rate shall be obtained by linear interpolation (calculated to the nearest one-twelfth
of a year) from the weekly average yields of United States Treasury securities for which such yields are given, except that if the period from the redemption date to such Call Date is less than one year, the weekly average yield on actually traded
United States Treasury securities adjusted to a constant maturity of one year shall be used. 
 The notice of
redemption with respect to the foregoing redemption need not set forth the Make-Whole Price but only the manner of calculation thereof. The Company will notify the Trustee of the Make-Whole Price with respect to any redemption promptly after the
calculation, and the Trustee shall not be responsible for such calculation. 
 At any time on or after
January 1, 2027, the Company may, at its option, redeem all or a part of the 5.125% 2027 Series Notes, at a redemption price equal to 100% of the principal amount of the 5.125% 2027 Series Notes to be redeemed, plus accrued and unpaid interest
up to but excluding the redemption date, without any premium, penalty or charge (subject to the right of holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the redemption date,
without duplication). 
 (6)    MANDATORY
REDEMPTION. 
 The Company is not required to make mandatory redemption or sinking fund
payments with respect to the Notes. 
 (7)    REPURCHASE
AT THE OPTION OF HOLDER. 

(a)    Upon the occurrence of a Change of Control Triggering Event, the Company will make
an offer (a “Change of Control Offer”) of payment (a “Change of Control Payment”) to each Holder to repurchase all or any part (equal to $2,000 and integral multiples of $1,000 in excess thereof) of that
Holder’s Notes at a purchase price in cash equal to not less than 101% of the aggregate principal amount of Notes repurchased plus accrued and unpaid interest and Additional Interest, if any, to the date of repurchase (the “Change of
Control Payment Date,” which date will be no earlier than the date of such Change of Control). No later than 30 days following any Change of Control, the Company will mail a notice to each Holder setting forth the procedures governing the
Change of Control Offer as required by the Indenture. 

  
 A-1-5 







 (b)    The Company will be required to make
an Asset Sale Offer, Excess Loss Proceeds Offer, PLD Excess Proceeds Offer or the LNG SPA Mandatory Offer to the extent provided in Sections 4.12, 4.19, 4.20 and 4.21, respectively, of the Indenture. 

(8)    NOTICE OF
REDEMPTION. Notice of redemption will be mailed at least 30 days but not more than 60 days before the redemption date to each Holder whose Notes are to be redeemed at its registered address, except that redemption
notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or a satisfaction or discharge of the Indenture. Notes in denominations larger than $2,000 may be redeemed in
part but only in whole multiples of $1,000 in excess thereof, unless all of the Notes held by a Holder are to be redeemed. 

(9)    DENOMINATIONS, TRANSFER,
EXCHANGE. The Notes are in registered form without coupons in denominations of $2,000 and integral multiples of $1,000 in excess thereof. The transfer of Notes may be registered and Notes may be exchanged as
provided in the Indenture. The Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements and transfer documents and the Company may require a Holder to pay any taxes and fees required by law or permitted
by the Indenture. The Company need not exchange or register the transfer of any Note or portion of a Note selected for redemption, except for the unredeemed portion of any Note being redeemed in part. Also, the Company need not exchange or register
the transfer of any Notes for a period of 15 days before a selection of Notes to be redeemed or during the period between a record date and the corresponding Interest Payment Date. 

(10)    PERSONS DEEMED
OWNERS. The registered Holder of a Note may be treated as its owner for all purposes. 

(11)    TRUSTEE DEALINGS WITH
COMPANY. The Trustee, in its individual or any other capacity, may make loans to, accept deposits from, and perform services for the Company or its Affiliates, and may otherwise deal with the Company or its
Affiliates, as if it were not the Trustee. 
 (12)    NO
RECOURSE AGAINST OTHERS. 
 No past, present
or future director, manager, officer, employee, incorporator, member, partner, Affiliate or stockholder of the Company or any Guarantor (in each case other than the Company and the Guarantors) or the Sponsor, as such, will have any liability for any
obligations of the Company or the Guarantors under the Notes, the Indenture, the Note Guarantees, the Security Documents, or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder by accepting a Note
waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes. The waiver may not be effective to waive liabilities under the federal securities laws. 

(13)    AUTHENTICATION. This Note will not be valid
until authenticated by the manual signature of the Trustee or an authenticating agent. 

  
 A-1-6 








(14)    ABBREVIATIONS. Customary abbreviations may be
used in the name of a Holder or an assignee, such as: TEN COM (= tenants in common), TEN ENT (= tenants by the entireties), JT TEN (= joint tenants with right of survivorship and not as tenants in common), CUST (= Custodian), and U/G/M/A (= Uniform
Gifts to Minors Act). 
 (15)    ADDITIONAL RIGHTS
OF HOLDERS OF RESTRICTED GLOBAL NOTES AND RESTRICTED DEFINITIVE NOTES. In
addition to the rights provided to Holders of Notes under the Indenture, Holders of Restricted Global Notes and Restricted Definitive Notes will have all the rights set forth in the Registration Rights Agreement dated as of May 19, 2017, between the
Company and the other parties named on the signature pages thereof or, in the case of Additional Notes, Holders of Restricted Global Notes and Restricted Definitive Notes will have the rights set forth in one or more registration rights agreements,
if any, among the Company, the Guarantors, if any, and the other parties thereto, relating to rights given by the Company and the Guarantors, if any, to the purchasers of any Additional Notes (collectively, the “Registration Rights
Agreement”). By such Holders’ acceptance of Restricted Global Notes or Restricted Definitive Notes, such Holder acknowledges and agrees to the provisions of the Registration Rights Agreement, including without limitation the obligations of
the Holders with respect to indemnification of the Company and the Guarantors to the extent provided therein. 

(16)    CUSIP NUMBERS. Pursuant to a
recommendation promulgated by the Committee on Uniform Security Identification Procedures, the Company has caused CUSIP numbers to be printed on the Notes, and the Trustee may use CUSIP numbers in notices of redemption as a convenience to Holders.
No representation is made as to the accuracy of such numbers either as printed on the Notes or as contained in any notice of redemption, and reliance may be placed only on the other identification numbers placed thereon. 

(17)    GOVERNING LAW. THE LAW OF THE
STATE OF NEW YORK WILL GOVERN AND BE USED TO CONSTRUE THE INDENTURE, THIS NOTE AND THE NOTE GUARANTEES. 
 The Company will
furnish to any Holder upon written request and without charge a copy of the Indenture and/or the Registration Rights Agreement. Requests may be made to: 

Cheniere Corpus Christi Holdings, LLC 

c/o Cheniere Energy, Inc. 
 700
Milam Street, Suite 1900 
 Houston, TX 77002 

Attention: Treasurer 

  
 A-1-7 







 ASSIGNMENT FORM 

To assign this Note, fill in the form below: 
  

			
	 (I) or (we) assign and transfer this Note to:
	  	  

		  	(Insert assignee’s legal name)


			
	
	  

	(Insert assignee’s soc. sec. or tax I.D. no.)
	
	  

	
	  

	
	  

	
	  

	(Print or type assignee’s name, address and zip code)


and irrevocably                    
                                         
                                         
                                         
           appoint to transfer this Note on the books of the Company. The agent may substitute another to act for him. 

Date:                      
                
  

	
	
Your Signature:               
                                         
     

	 (Sign exactly as your name appears on the face of this Note)



 Signature
Guarantee*:                                       
                       
  

 

	*	 Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to
the Trustee). 



  
 A-1-8 







 OPTION OF HOLDER TO
ELECT PURCHASE 
 If you want to elect to have this Note purchased by the Company pursuant to
Section 4.12, Section 4.17, Section 4.19, Section 4.20, Section 4.21 of the Indenture, check the appropriate box below:


☐  Section 4.12               
     
☐  Section 4.17                    ☐  Section 4.19         
               ☐  Section 4.20 

☐  Section 4.21 

If you want to elect to have only part of the Note purchased by the Company pursuant to
Section 4.12, Section 4.17, Section 4.19, Section 4.20, Section 4.21 of the Indenture, state the amount you elect to
have purchased: 

$                       
  

Date:                   
                   
  

			
	
Your Signature:               
                                         
     



 
			
	 (Sign exactly as your name appears on the face of this
Note)



  

			
	
Tax Identification No:             
                                      




 Signature
Guarantee*:                                       
                                    

 
  

	*	 Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to
the Trustee). 



  
 A-1-9 







 SCHEDULE OF EXCHANGES OF
INTERESTS IN THE GLOBAL NOTE 
 The following
exchanges of a part of this Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Global Note or Definitive Note for an interest in this Global Note, have been made: 

 

									
	 Date of Exchange
	 	 Amount of

decrease in

Principal
 Amount
[at
 maturity] of this

Global Note
	 	 Amount of

increase in

Principal
 Amount
[at
 maturity] of this

Global Note
	  	 Principal

Amount [at
 maturity] of
this
 Global Note

following such
 decrease
(or
 increase)
	  	 Signature of

authorized
 signatory
of
 Trustee or

Custodian

		 		 		  		  	
		 		 		  		  	
		 		 		  		  	
		 		 		  		  	


  
 A-1-10 







 EXHIBIT A-2 

[Face of Regulation S Temporary Global Note] 

CUSIP: U16327 AC9 
 ISIN:
USU16327AC92 
 5.125% Senior Secured Notes due 2027 
  

			
	 No.                 
	 	$                     

 CHENIERE CORPUS CHRISTI HOLDINGS, LLC 

promises to pay to
                     or registered assigns, the principal sum of
                                         
                                         
           DOLLARS on June 30, 2027. 
 Interest Payment Dates: June 30 and
December 31, commencing December 31, 2017. Any accrued and unpaid interest at maturity will be paid on the maturity date. 

Record Dates: June 15 and December 15. 

  
 A-2-1 








Dated:                      
   , 20               
  

			
	 CHENIERE CORPUS CHRISTI HOLDINGS, LLC

		
	 By:
	 	
                  
       

	 Name:
	 	
	 Title:
	 	


 This is one of the Additional Notes of the series designated therein referred to in the within-mentioned
Indenture: 
  

			
	 THE BANK OF NEW YORK MELLON,

    as Trustee

		
	 By:
	 	
                  
                           

	 Name:
	 	
	 Title:
	 	


  
 A-2-2 







 [Back of Regulation S Temporary Global Note] 

5.125% Senior Secured Notes due 2027, 

referred to herein as the “Notes” 

THE RIGHTS ATTACHING TO THIS REGULATION S TEMPORARY GLOBAL NOTE, AND THE CONDITIONS AND PROCEDURES GOVERNING ITS EXCHANGE FOR CERTIFICATED
NOTES, ARE AS SPECIFIED IN THE INDENTURE (AS DEFINED HEREIN). NEITHER THE HOLDER NOR THE BENEFICIAL OWNERS OF THIS REGULATION S TEMPORARY GLOBAL NOTE SHALL BE ENTITLED TO RECEIVE PAYMENT OF INTEREST HEREON. 

THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE
BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (1) THE INDENTURE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 2.06 OF THE INDENTURE, (2) THIS GLOBAL NOTE
MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THE INDENTURE, (3) THIS GLOBAL NOTE MAY BE DELIVERED TO THE INDENTURE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.11 OF THE INDENTURE AND (4) THIS GLOBAL NOTE MAY
BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF THE COMPANY. 
 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN
PART FOR NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR
ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (55 WATER STREET, NEW YORK, NEW YORK)
(“DTC”), TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS MAY BE REQUESTED BY AN AUTHORIZED
REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR SUCH OTHER ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL
INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. 
 THIS NOTE HAS NOT BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL
INTEREST HEREIN, THE ACQUIRER AGREES FOR THE BENEFIT OF CHENIERE CORPUS CHRISTI HOLDINGS, LLC THAT IT WILL NOT OFFER, SELL, PLEDGE OR OTHERWISE TRANSFER THIS NOTE OR ANY BENEFICIAL INTEREST HEREIN, 

  
 A-2-3 







 
EXCEPT IN ACCORDANCE WITH THE SECURITIES ACT AND ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES AND ONLY (A) TO CHENIERE CORPUS CHRISTI HOLDINGS, LLC, (B) PURSUANT TO
A REGISTRATION STATEMENT WHICH HAS BECOME EFFECTIVE UNDER THE SECURITIES ACT, (C) TO A QUALIFIED INSTITUTIONAL BUYER IN COMPLIANCE WITH RULE 144A UNDER THE SECURITIES ACT, (D) IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH RULE 904 OF
REGULATION S UNDER THE SECURITIES ACT, (E) TO AN INSTITUTIONAL “ ACCREDITED INVESTOR” WITHIN THE MEANING OF RULE 501(a)(1), (2), (3) OR (7) UNDER THE SECURITIES ACT THAT IS NOT A QUALIFIED INSTITUTIONAL BUYER AND THAT IS
PURCHASING FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF ANOTHER INSTITUTIONAL ACCREDITED INVESTOR, IN EACH CASE IN A MINIMUM PRINCIPAL AMOUNT OF THE SECURITIES OF $250,000, FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TO OR FOR OFFER OR SALE IN
CONNECTION WITH ANY DISTRIBUTION IN VIOLATION OF THE SECURITIES ACT OR (F) PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT OR ANY OTHER AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE
SECURITIES ACT. PRIOR TO THE REGISTRATION OF ANY TRANSFER IN ACCORDANCE WITH CLAUSES (C), (D) OR (E) ABOVE, A DULY COMPLETED AND SIGNED CERTIFICATE (THE FORM OF WHICH MAY BE OBTAINED FROM THE INDENTURE TRUSTEE) MUST BE DELIVERED TO THE
INDENTURE TRUSTEE. PRIOR TO THE REGISTRATION OF ANY TRANSFER IN ACCORDANCE WITH (F) ABOVE, CHENIERE CORPUS CHRISTI HOLDINGS, LLC RESERVES THE RIGHT TO REQUIRE THE DELIVERY OF SUCH LEGAL OPINIONS, CERTIFICATIONS OR OTHER EVIDENCE AS MAY
REASONABLY BE REQUIRED IN ORDER TO DETERMINE THAT THE PROPOSED TRANSFER IS BEING MADE IN COMPLIANCE WITH THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS. NO REPRESENTATION IS MADE AS TO THE AVAILABILITY OF ANY RULE 144 EXEMPTION FROM THE
REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 
 Capitalized terms used herein have the meanings assigned to them in the
Indenture referred to below unless otherwise indicated. 

(1)    INTEREST. Cheniere Corpus Christi Holdings,
LLC, a Delaware limited liability company (the “Company”), promises to pay interest on the principal amount of this Note at 5.125% per annum from May 19, 2017 until maturity and shall pay the Additional Interest, if any,
payable pursuant to Section 6 of the Registration Rights Agreement referred to below. The Company will pay interest and Additional Interest, if any, semi-annually in arrears on June 30 and December 31 of each year, or if any such day
is not a Business Day, on the next succeeding Business Day (each, an “Interest Payment Date”). Any accrued and unpaid interest on this Note at maturity will be paid on the maturity date. Interest on the Notes will accrue from the
most recent date to which interest has been paid or, if no interest has been paid, from the date of issuance; provided that if there is no existing Unmatured Event of Default or Event of Default in the payment of interest, and if this Note is
authenticated between a record date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such next succeeding Interest Payment Date; provided further that the first Interest Payment
Date shall be December 31, 2017. The Company will pay interest (including post-petition 

  
 A-2-4 







 
interest in any proceeding under any Bankruptcy Law) on overdue principal and premium, if any, from time to time on demand at a rate that is 0.5% per annum in excess of the rate then in effect to
the extent lawful; it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any, (without regard to any applicable grace periods) from time to
time on demand at the same rate to the extent lawful. Interest will be computed on the basis of a 360-day year of twelve 30-day months. 

Until this Regulation S Temporary Global Note is exchanged for one or more Regulation S Permanent Global Notes,
the Holder hereof shall not be entitled to receive payments of interest hereon; until so exchanged in full, this Regulation S Temporary Global Note shall in all other respects be entitled to the same benefits as other Notes under the Indenture. 

(2)    METHOD OF
PAYMENT. The Company will pay interest on the Notes (except defaulted interest) and Additional Interest, if any, to the Persons who are registered Holders of Notes at the close of business on the June 15 or
December 15 next preceding the Interest Payment Date, even if such Notes are canceled after such record date and on or before such Interest Payment Date, except as provided in Section 2.12 of the Indenture with respect
to defaulted interest. The Notes will be payable as to principal, premium and Additional Interest, if any, and interest at the office or agency of the Paying Agent or Registrar maintained for such purpose within or without the City and State of New
York, or, at the option of the Company, payment of interest and Additional Interest, if any, may be made by check mailed to the Holders at their addresses set forth in the register of Holders; provided that payment by wire transfer of
immediately available funds will be required with respect to principal of and interest, premium and Additional Interest, if any, on, all Global Notes and all other Notes the Holders of which will have provided wire transfer instructions to the
Company or the Paying Agent. Such payment will be in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. 

(3)    PAYING AGENT AND
REGISTRAR. Initially, The Bank of New York Mellon, the Trustee under the Indenture, will act as Paying Agent and Registrar. The Company may change any Paying Agent or Registrar without notice to any Holder. The
Company or any of its Subsidiaries may act in any such capacity. 

(4)    INDENTURE AND SECURITY
DOCUMENTS. The Company issued the Notes under an Indenture dated as of May 18, 2016, as supplemented by a second supplemental indenture dated as of May 19, 2017 (the “Indenture”) among the
Company, the Guarantors and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the TIA. The Notes are subject to all such terms, and Holders are referred to the Indenture
and such Act for a statement of such terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are secured obligations of the
Company. The Notes are secured by a pledge of Collateral (as defined in the Indenture) pursuant to the Security Documents referred to in the Indenture. The Indenture does not limit the aggregate principal amount of Notes that may be issued
thereunder. 

  
 A-2-5 







 (5)    OPTIONAL
REDEMPTION. 
 At any time or from time to time prior to January 1,
2027, the Company may, at its option, redeem all or a part of the 5.125% 2027 Series Notes, at a redemption price equal to the Make-Whole Price (subject to the right of Holders of record on the relevant record date to receive interest due on an
interest payment date that is on or prior to the redemption date, without duplication). 

“Make-Whole Price” with respect to any 5.125% 2027 Series Notes to be redeemed, means an
amount equal to the greater of: 
 (1)    100% of the principal amount of such 5.125%
2027 Series Notes, without any premium, penalty or charge; and 
 (2)    An amount equal
to the sum of the present values of the remaining scheduled payments of principal and interest from the redemption date to the Call Date (assuming the principal amount is scheduled to be paid on the Call Date and not including any portion of such
payments of interest accrued and paid on the redemption date) discounted back to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve
30-day months) at the Treasury Rate (as defined below) plus 50 basis points; 

“Treasury Rate” means the yield to maturity at the time of computation of United States
Treasury securities with a constant maturity (as compiled and published in the most recent Federal Reserve Statistical Release H.15 (519) which has become publicly available at least two Business Days (but not more than five Business Days) prior to
the relevant redemption date (or, if such Statistical Release is not so published or available, any publicly available source of similar market data selected by the Company in good faith)) most nearly equal to the period from the redemption date to
the Call Date on which the principal of the 5.125% 2027 Series Notes being redeemed will be paid in full; provided, however, that if the period from the redemption date to such Call Date is not equal to the constant maturity of a
United States Treasury security for which a weekly average yield is given, the Treasury Rate shall be obtained by linear interpolation (calculated to the nearest one-twelfth of a year) from the weekly average
yields of United States Treasury securities for which such yields are given, except that if the period from the redemption date to such Call Date is less than one year, the weekly average yield on actually traded United States Treasury securities
adjusted to a constant maturity of one year shall be used. 
 The notice of redemption with respect to the
foregoing redemption need not set forth the Make-Whole Price but only the manner of calculation thereof. The Company will notify the Trustee of the Make-Whole Price with respect to any redemption promptly after the calculation, and the Trustee shall
not be responsible for such calculation. 

  
 A-2-6 







 At any time on or after January 1, 2027, the Company may, at
its option, redeem all or a part of the 5.125% 2027 Series Notes, at a redemption price equal to 100% of the principal amount of the 5.125% 2027 Series Notes to be redeemed, plus accrued and unpaid interest up to but excluding the redemption date,
without any premium, penalty or charge (subject to the right of holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the redemption date, without duplication). 

(6)    MANDATORY REDEMPTION. 

The Company is not required to make mandatory redemption or sinking fund payments with respect to the Notes.

 (7)    REPURCHASE AT THE
OPTION OF HOLDER. 

(a)    Upon the occurrence of a Change of Control Triggering Event, the Company will make
an offer (a “Change of Control Offer”) of payment (a “Change of Control Payment”) to each Holder to repurchase all or any part (equal to $2,000 and integral multiples of $1,000 in excess thereof) of that
Holder’s Notes at a purchase price in cash equal to not less than 101% of the aggregate principal amount of Notes repurchased plus accrued and unpaid interest and Additional Interest, if any, to the date of repurchase (the “Change of
Control Payment Date,” which date will be no earlier than the date of such Change of Control). No later than 30 days following any Change of Control, the Company will mail a notice to each Holder setting forth the procedures governing the
Change of Control Offer as required by the Indenture. 
 (b)    The Company will be
required to make an Asset Sale Offer, Excess Loss Proceeds Offer, PLD Excess Proceeds Offer or the LNG SPA Mandatory Offer to the extent provided in Sections 4.12, 4.19, 4.20 and 4.21, respectively, of the Indenture. 

(8)    NOTICE OF
REDEMPTION. Notice of redemption will be mailed at least 30 days but not more than 60 days before the redemption date to each Holder whose Notes are to be redeemed at its registered address, except that redemption
notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or a satisfaction or discharge of the Indenture. Notes in denominations larger than $2,000 may be redeemed in
part but only in whole multiples of $1,000 in excess thereof, unless all of the Notes held by a Holder are to be redeemed. 

(9)    DENOMINATIONS, TRANSFER,
EXCHANGE. The Notes are in registered form without coupons in denominations of $2,000 and integral multiples of $1,000 in excess thereof. The transfer of Notes may be registered and Notes may be exchanged as
provided in the Indenture. The Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements and transfer documents and the Company may require a Holder to pay any taxes and fees required by law or permitted
by the Indenture. The Company need not exchange or register the transfer of any Note or portion of a Note selected for redemption, except for the unredeemed portion of any Note being redeemed in part. Also, the Company need not exchange or register
the transfer of any Notes for a period of 15 days before a selection of Notes to be redeemed or during the period between a record date and the corresponding Interest Payment Date. 

  
 A-2-7 







 This Regulation S Temporary Global Note is exchangeable in whole
or in part for one or more Global Notes only (i) on or after the termination of the 40-day distribution compliance period (as defined in Regulation S) and (ii) upon presentation of certificates
(accompanied by an Opinion of Counsel, if applicable) required by Article 2 of the Indenture. Upon exchange of this Regulation S Temporary Global Note for one or more Global Notes, the Trustee shall cancel this Regulation S Temporary Global
Note. 
 (10)    PERSONS DEEMED
OWNERS. The registered Holder of a Note may be treated as its owner for all purposes. 

(11)    TRUSTEE DEALINGS WITH
COMPANY. The Trustee, in its individual or any other capacity, may make loans to, accept deposits from, and perform services for the Company or its Affiliates, and may otherwise deal with the Company or its
Affiliates, as if it were not the Trustee. 
 (12)    NO
RECOURSE AGAINST OTHERS. No past, present or future director, manager, officer, employee, incorporator, member, partner, Affiliate or stockholder of the Company or any Guarantor (in
each case other than the Company and the Guarantors) or the Sponsor, as such, will have any liability for any obligations of the Company or the Guarantors under the Notes, the Indenture, the Note Guarantees, the Security Documents, or for any claim
based on, in respect of, or by reason of, such obligations or their creation. Each Holder by accepting a Note waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes. The waiver may not
be effective to waive liabilities under the federal securities laws. 

(13)    AUTHENTICATION. This Note will not be valid
until authenticated by the manual signature of the Trustee or an authenticating agent. 

(14)    ABBREVIATIONS. Customary abbreviations may be
used in the name of a Holder or an assignee, such as: TEN COM (= tenants in common), TEN ENT (= tenants by the entireties), JT TEN (= joint tenants with right of survivorship and not as tenants in common), CUST (= Custodian), and U/G/M/A (= Uniform
Gifts to Minors Act). 
 (15)    ADDITIONAL RIGHTS
OF HOLDERS OF RESTRICTED GLOBAL NOTES AND RESTRICTED DEFINITIVE NOTES. In
addition to the rights provided to Holders of Notes under the Indenture, Holders of Restricted Global Notes and Restricted Definitive Notes will have all the rights set forth in the Registration Rights Agreement dated as of May 19, 2017, between the
Company and the other parties named on the signature pages thereof or, in the case of Additional Notes, Holders of Restricted Global Notes and Restricted Definitive Notes will have the rights set forth in one or more registration rights agreements,
if any, among the Company, the Guarantors, if any, and the other parties thereto, relating to rights given by the Company and the Guarantors, if any, to the purchasers of any Additional Notes (collectively, the “Registration Rights
Agreement”). By such Holders’ acceptance of Restricted Global Notes or Restricted Definitive Notes, such Holder acknowledges and agrees to the provisions of the Registration Rights Agreement, including without limitation the obligations of
the Holders with respect to indemnification of the Company and the Guarantors to the extent provided therein. 

  
 A-2-8 







 (16)    CUSIP
NUMBERS. Pursuant to a recommendation promulgated by the Committee on Uniform Security Identification Procedures, the Company has caused CUSIP numbers to be printed on the Notes, and the Trustee may use CUSIP
numbers in notices of redemption as a convenience to Holders. No representation is made as to the accuracy of such numbers either as printed on the Notes or as contained in any notice of redemption, and reliance may be placed only on the other
identification numbers placed thereon. 
 (17)    GOVERNING
LAW. THE LAW OF THE STATE OF NEW YORK WILL GOVERN AND BE USED TO CONSTRUE THE INDENTURE, THIS NOTE AND THE NOTE GUARANTEES. 

The Company will furnish to any Holder upon written request and without charge a copy of the Indenture and/or the Registration
Rights Agreement. Requests may be made to: 
 Cheniere Corpus Christi Holdings, LLC 

c/o Cheniere Energy, Inc. 
 700 Milam Street,
Suite 1900 
 Houston, TX 77002 
 Attention: Treasurer 

  
 A-2-9 







 ASSIGNMENT FORM 

To assign this Note, fill in the form below: 
  

			
	 (I) or (we) assign and transfer this Note to:
	  	  

		  	(Insert assignee’s legal name)
	
	  

	(Insert assignee’s soc. sec. or tax I.D. no.)
	
	  

	
	  

	
	  

	
	  

	(Print or type assignee’s name, address and zip code)


and irrevocably                    
                                         
                                         
                                         
                                         
          appoint to transfer this Note on the books of the Company. The agent may substitute another to act for him. 

Date:                      
                    
  

	
	
Your Signature:               
                                         
     

	 (Sign exactly as your name appears on the face of this
Note)



 Signature
Guarantee*:                                       
                           
  

 

	*	 Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to
the Trustee). 



  
 A-2-10 







 OPTION OF HOLDER TO
ELECT PURCHASE 
 If you want to elect to have this Note purchased by the Company pursuant to
Section 4.12, Section 4.17, Section 4.19, Section 4.20, Section 4.21 of the Indenture, check the appropriate box below:


☐  Section 4.12               
     ☐  Section 4.17                        ☐  Section 
4.19                            ☐  Section 4.20 

☐  Section 4.21 

If you want to elect to have only part of the Note purchased by the Company pursuant to
Section 4.12, Section 4.17, Section 4.19, Section 4.20, Section 4.21 of the Indenture, state the amount you elect to
have purchased: 

$                       
      

Date:                      
            
  

	
	
Your Signature:               
                                         
     

	 (Sign exactly as your name appears on the face of this Note)

	
	
Tax Identification No:             
                                      



 Signature
Guarantee*:                                       
                           
  

 

	*	 Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to
the Trustee). 



  
 A-2-11 







 SCHEDULE OF EXCHANGES OF
INTERESTS IN THE REGULATIONS 
 TEMPORARY GLOBAL
NOTE 
 The following exchanges of a part of this Regulation S Temporary Global Note for an interest in
another Global Note, or exchanges of a part of another other Restricted Global Note or for an interest in this Regulation S Temporary Global Note, have been made: 
  

									
	 Date of

Exchange
	 	 Amount of

decrease in

Principal
 Amount
[at
 maturity] of this

Global Note
	 	 Amount of

increase in

Principal
 Amount
[at
 maturity] of this

Global Note
	  	 Principal

Amount [at
 maturity] of
this
 Global Note

following such
 decrease
(or
 increase)
	  	 Signature of

authorized
 signatory
of
 Trustee or

Custodian

		 		 		  		  	
		 		 		  		  	
		 		 		  		  	
		 		 		  		  	


  
 A-2-12