EX-4.10



 EXHIBIT 4.10 

SUPPLEMENTAL INDENTURE 

FOR ADDITIONAL GUARANTOR 
 SUPPLEMENTAL
INDENTURE (this Supplemental Indenture), dated as of 23 December 2014, among Global Ship Lease 20 Limited (the Guaranteeing Subsidiary), a subsidiary of Global Ship Lease, Inc. (or its permitted successor), a Marshall
Islands corporation, (the Issuer), the other Guarantors (as defined in the Indenture referred to herein) and Deutsche Bank Trust Company Americas, as trustee (or its permitted successor) under the Indenture referred to below (the
Trustee) and as security agent (or its permitted successor) under the Indenture referred to below (the Security Agent). 

WITNESSETH 
 WHEREAS, the
Issuer and the other Guarantors have heretofore executed and delivered to the Trustee an indenture (the Indenture), dated as of 19 March 2014 providing for the issuance of 10.000% First Priority Secured Notes due 2019 (the
Notes); 
 WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiary shall execute and deliver to
the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiary shall unconditionally guarantee all of the Issuer’s obligations under the Notes and the Indenture on the terms and conditions set forth herein (the
Guarantee); and 
 WHEREAS, pursuant to Section 9.01 of the Indenture, each of the Trustee and the Security Agent is authorised
to execute and deliver this Supplemental Indenture. 
 NOW, THEREFORE, in consideration of the foregoing and for other good and valuable
consideration, the receipt of which is hereby acknowledged, the Guaranteeing Subsidiary and the Trustee mutually covenant and agree for the equal and rateable benefit of the Holders as follows: 

 

	1.	CAPITALIZED TERMS 

 Capitalised terms used herein without definition shall have the
meanings assigned to them in the Indenture. 
  

	2.	AGREEMENT TO GUARANTEE 

 The Guaranteeing Subsidiary hereby agrees to provide an
unconditional Guarantee, on and subject to the terms, conditions and limitations set forth in the Indenture, including, but not limited to, Article 10 thereof. 
  

	3.	NEW YORK LAW TO GOVERN 

 THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY AND CONSTRUED
IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO CONFLICTS OF LAW PRINCIPLES TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE REQUIRED THEREBY. 

 

	4.	COUNTERPARTS 

 The parties may sign any number of copies of this Supplemental Indenture.
Each signed copy shall be an original, but all of them together represent the same agreement. 

  
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	5.	EFFECT OF HEADINGS 

 The Section headings herein are for convenience only and shall not
affect the construction hereof. 
  

	6.	THE TRUSTEE AND THE SECURITY AGENT 

 Neither the Trustee nor the Security Agent shall be
responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiary and the
Issuer. 
 IN WITNESS whereof the parties hereto have caused this Supplemental Indenture to be duly executed and attested, all as of the date first
above written. 
 Dated: 23 December 2014 
  

			
	GLOBAL SHIP LEASE 20 LIMITED
		
	By:		 /s/ Susan Cook

	Name:		Susan Cook
	Title:		Authorized Person
	
	GLOBAL SHIP LEASE, INC.
		
	By:		 /s/ I. J. Webber

	Name:		I. J. Webber
	Title:		Authorized Officer
		
	By:		 /s/ Susan Cook

	Name:		Susan Cook
	Title:		Authorized Officer


  
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	DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee
					
	By:		Deutsche Bank National Trust Company						
					
	By:		 /s/ Debra A. Schwalb
						Debra A. Schwalb
			 Authorised Signatory
						Vice President
					
	By:		 /s/ Jeffrey Schoenfeld
						Jeffrey Schoenfeld
			 Authorised Signatory
						Assistant Vice President
	
	DEUTSCHE BANK TRUST COMPANY AMERICAS, as Security Agent
					
	By:		Deutsche Bank National Trust Company						
					
	By:		 /s/ Debra A. Schwalb
						Debra A. Schwalb
			 Authorised Signatory
						Vice President
					
	By:		 /s/ Jeffrey Schoenfeld
						Jeffrey Schoenfeld
			 Authorised Signatory
						Assistant Vice President


  
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