Change Orders 42 and 43




  EXHIBIT 10.34 
  SCHEDULE D-1 
 CHANGE ORDER FORM 
  

			
	PROJECT NAME: Sabine Pass LNG Receiving, Storage and Regasification Terminal	 	CHANGE ORDER NUMBER: SP/BE- 042
		 	
	OWNER: Sabine Pass LNG, L.P.	 	DATE OF CHANGE ORDER: January 18, 2007
		 	
	CONTRACTOR: Bechtel Corporation	 	
	DATE OF AGREEMENT: December 18, 2004	 	Bundle of Changes #6 – (A) Det-Tronics Fire and Gas Detection System; (B) Fence and Security System Changes; Fence Intrusion Detection System; (C) Piles,
Foundation, & Probes for Future Gas Chromatographs; and (D) Pressure Vessel Isolation Requirements
		 

  

 The Agreement between the Parties listed above is changed as follows: 
 A. Trends T-0127 / T-1004 implement the Owner’s
Unilateral change Order SP/BE-031 for the Det-Tronics Eagle Premiere Fire & Gas Detection System for process areas. 
 Contractor was directed by
Owner to change design efforts associated with the supply of the proposed MSA Notifier based on fire panel system for use within the terminal process areas and to implement a Det-Tronics Eagle Premier Fire and Gas Detection System, as well as
Det-Tronics Triple IR Point Gas, Open Path and IR Flame Detectors for monitoring of all terminal process areas. 
 The proposed Notifier NFS fire panel has
been deemed acceptable by SPLNG for monitoring of the Administration, Warehouse, and Control Buildings. The Jetty, Customs, and Switchgear / Electrical buildings shall be monitored by the Det-Tronics system due to their proximity to the process
areas. The necessary hardwired cross connections shall be provided to integrate the Det-Tronics and Notifier systems. A Det-Tronics S3 console shall act as the annunciating console for the combined building and process area fire and gas detection
system. A hard-wired interface shall provide a general alarm and trouble from the Notifier NFS to the Det-Tronics controller. 
 B-1. Trend T-1012
is to implement the Fencing & Security System Enhancements as follows: 
 1) Move the fence across the road
at the curve near the construction dock. 
 2) Move the interior fence from west of the Warehouse to between the Warehouse
and Administration Building. 
 3) Move helipad slightly north east, within the area where soils were previously stabilized and north of future road that will
align east-west with gate on eastern facility fence. 
 4) Delete east-west fence north of LNG storage area. 
 5) Relocation of north Process Gate operator and associated card readers to driveway north of Administration Building. Add intercom that annunciates in Guard House and
Main Control Room. Gate operator shall be remotely controllable from both locations. 
 6) Delete South Process Gate
operator and associated card readers. 
 7) Relocate Main Control Building turnstile and associated card readers to footbridge southwest of Administration
Building. Add intercom that annunciates in Guard House and Main Control Room. Turnstile shall be remotely controllable from both locations. 
 8) Add a turnstile with card readers at both the East and West Jetties (between the platform and jetty access road). 
 Add
intercoms that annunciate in Guard House and Main Control Room. Turnstiles shall be remotely controllable from both locations. 
 9) Add two (2) turnstiles with card readers at the road entrance to the tug berths. 
 Add intercoms that annunciate in Guard House and Main
Control Room. Turnstiles shall be remotely controllable from both locations. 
 10) Add outdoor interface points for future connection of gate operator,
card readers, CCTV camera, and intercoms at anticipated future gate locations southeast of the helipad and north of the tug berths. Interface points should include all the necessary fiber. 
  

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 B-2. Trend T-1030 is to delete the fence intrusion system from Bechtel’s scope of work. This scope of
work was defined under Bechtel Trend T-SP-049 dated April 4, 2004. This credit was reduced by fifty-eight hours for activities already performed for this scope of work. 
 C. Trend T-1005 is to install 7 piles, two foundations, 3 liquid sample probes, 2 gas sample probes for two future gas chromatograph shelter locations. The scope of work includes the piping related work
for the installation/relocation of sample points and the necessary valve and / or probes on the sample connections to the process piping as to not require piping to be blown down in the future. 
 D. Trends T-0142 / T-1009 are for the supply and installation of double block and bleed valves and a flanged, removable spool piece required on all natural
gas and nitrogen lines entering any maintainable vessel. This configuration will provide an air gap between pressurized process piping and the vessel during vessel maintenance activities. 
 REFERENCE DOCUMENTS: 
  

					
	 A-1) Estimate for Det-Tronics Fire and Gas Detection System (T-0127 / T-1004)
	  	$	1,216,238	 
	 A-2) Payment Milestones for Det-Tronics Fire and Gas Protection System (T-0127 / T-1004)
	  			
	 A-3) Fire & Gas Detection System layout sketches
	  			
	 A-4) Det-Tronics Letter dated April 26, 2006 from Mike Sealy to Bob Head
	  			
	 A-5) Det-Tronics Notifier Bill Of Material (BOM)
	  			
		
	 B-1) Estimate for Fencing and Security System Enhancements (T-1012)
	  	$	398,125	 
	 B-2) Credit Estimate for Fence Intrusion Detection System (T-1030)
	  	$	(284,687	)
	 B-3) Payment Milestones for Fencing/Security System Enhancements/Fence Intrusion Detection System Credit
	  			
	 B-4) Correspondence SP-BE-C-192 dated August 24, 2006 – Fencing & Security System Changes
	  			
	 B-5) Security gate and road layout drawing
	  			
		
	 C-1) Estimate for piles, foundations, probes for future gas chromatographs (T-1005)
	  	$	237,448	 
	 C-2) Payment Milestones for piles, foundation, and probes for future gas chromatographs (T-1005)
	  			
	 C-3) Design Change Notice Number 208.
	  			
	 C-4) Pile location plan for future gas chromatographs
	  			
	 C-5) Foundation drawings for 2B1 Fuel Gas Chromatograph and 2D1 LNG Tank Chromatograph
	  			
	 C-6) Correspondence SP-BE-C-220 dated October 23, 2006 – Additional Gas Chromatographs
	  			
		
	 D-1) Estimate for Pressure Vessel Isolation Requirements (T-1009)
	  	$	276,096	 
		  	 	 	 
	 D-2) Payment Milestones for Pressure Vessel Isolation Requirements (T-0142 / T-1009)
	  			
	 D-3) Design Change Notice Number 211 with attachments
	  			
	 D-4) Correspondence SP-BE-C-199 dated July 14, 2006 – Project Directive On Vessel Safety
	  			
		
	 Change Order SP/BE-0042 TOTAL:
	  	$	1,843,220	 
		  	 	 	 

  

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 SCHEDULE D-1 
 CHANGE ORDER FORM 
  

			
	PROJECT NAME: Sabine Pass LNG Receiving, Storage and Regasification Terminal	 	CHANGE ORDER NUMBER: SP/BE- 042
		 	
	OWNER: Sabine Pass LNG, L.P.	 	DATE OF CHANGE ORDER: January 18, 2007
		 	
	CONTRACTOR: Bechtel Corporation	 	
	DATE OF AGREEMENT: December 18, 2004	 	Bundle of Changes #6 – (A) Det-Tronics Fire and Gas Detection System; (B) Fence and Security System Changes; Fence Intrusion Detection System; (C) Piles,
Foundation, & Probes for Future Gas Chromatographs; and (D) Pressure Vessel Isolation Requirements
		 

 Adjustment to Contract Price 

				
	 The original Contract Price was
	  	$	646,936,000
	 Net change by previously authorized Change Orders (#SP/BE-002 to 0028, 0031, 0033 to 0035) (#SP/BE-0038 to 041)
	  	$	119,439,483
	 The Contract Price prior to this Change Order was
	  	$	766,375,483
	 The Contract Price will be increased by this Change Order in the amount of
	  	$	1,843,220
	 The new Contract Price including this Change Order will be
	  	$	768,218,703

 Adjustment to dates in Project Schedule 
 The following dates are modified: 
 The Target Bonus Date will be unchanged. 
 The Target Bonus Date as of the date of this
Change Order therefore is April 3 2008 (1,095 Days following the NTP) 
 The Guaranteed Substantial Completion Date
will be unchanged December 20, 2008. 
 The Guaranteed Substantial Completion Date as of the date of this Change Order
therefore is 1,355 days following NTP. 
 Adjustment to other Changed Criteria: Not Applicable 
 Adjustment to Payment Schedule: See attached “Payment Milestone – Det-Tronics Fire & Gas Detection System (T-0127 / T-1004), Fence and Security System
Enhancements (T-1012), Fence Intrusion Detection System Credit (T-1030), Piles, Foundations, and Probes for Future Gas Chromatographs (T-1005), and Pressure Vessel Isolation Requirements (T-0142 / T-1009). 
 Adjustment to Minimum Acceptance Criteria: No Change 
 Adjustment to Performance Guarantees: No Change 
 Adjustment to Design Basis: No Change. 
 Other adjustments to liability or obligation of Contractor or Owner under the Agreement: No Change 
 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 upon the Changed Criteria and shall be deemed to compensate Contractor fully for such change. 
 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. 
  

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 SCHEDULE D-1 
 CHANGE ORDER FORM 
  

			
	PROJECT NAME: Sabine Pass LNG Receiving, Storage and Regasification Terminal	 	CHANGE ORDER NUMBER: SP/BE- 042
		 	
	OWNER: Sabine Pass LNG, L.P.	 	DATE OF CHANGE ORDER: January 18, 2007
		 	
	CONTRACTOR: Bechtel Corporation	 	
	DATE OF AGREEMENT: December 18, 2004	 	Bundle of Changes #6 – (A) Det-Tronics Fire and Gas Detection System; (B) Fence and Security System Changes; Fence Intrusion Detection System; (C) Piles,
Foundation, & Probes for Future Gas Chromatographs; and (D) Pressure Vessel Isolation Requirements
		 

  

					
	 /s/ Stan Horton
	 		 	/s/ C. Asok Kumar
	 * Charif Souki
	 		 	Contractor
	 Chairman
	 		 	C. Asok Kumar
		 		 	 Name

		 		 	Project Director
		 		 	 Title

	2/6/07	 		 	 2/14/07

	 Date of Signing
	 		 	Date of Signing
		 		 	
	/s/ Stan Horton	 		 	
	 * Stan Horton
	 		 	
	President & COO Cheniere Energy	 		 	
		 		 	
	 2/6/07
	 		 	
	Date of Signing	 		 	
		 		 	
	/s/ Ed Lehotsky	 		 	
	 * Ed Lehotsky
	 		 	
	Owner Representative	 		 	
		 		 	
	 February 6, 2007
	 		 	
	Date of Signing	 		 	

  
  
  

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

  

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 SCHEDULE D-1 
 CHANGE ORDER FORM 
  

			
	PROJECT NAME: Sabine Pass LNG Receiving, Storage and Regasification Terminal	 	CHANGE ORDER NUMBER: SP/BE- 043
		 	
	OWNER: Sabine Pass LNG, L.P.	 	DATE OF CHANGE ORDER: February 16, 2007
		 	
	CONTRACTOR: Bechtel Corporation	 	Subsurface Soil Conditions and Sewage Treatment Systems
		 	
	DATE OF AGREEMENT: December 18, 2004	 	

  

 The Agreement between the Parties listed above is changed as follows: 
 A. Subsurface Soil Conditions 
 Owner agrees to pay Contractor $1,500,000.00 and Contractor agrees to waive, for the full term of the Agreement, its right to any additional Change Orders for the Scope
of Work identified in Contractor’s Change Order Request No. BECR-0007 dated February 7, 2006. 
 B. Waste Water Treatment System 

Owner agrees to pay Contractor $600,000.00 to implement the Sewage Treatment Design Basis described below. In consideration thereof, Contractor agrees to waive, for
the full term of the Agreement, its right to any additional Change Orders for such Sewage Treatment Scope of Work. 
 Schedule A-2 Design Basis

  

											
		  	Item	  	Design Basis	  	Remarks	  	Design
Reqt	  	Rely
Upon
						
	12.6	  	Sewage Treatment	  	 Treatment of the terminal sanitary
 wastewater will be
accomplished
 via onsite systems.
	  	Sources for sanitary wastewater will be toilet facilities, shower rooms, sinks located in the Administration building, Control building, Warehouse/Maintenance building, Gate house, and the East
and West Customs buildings. Self contained Aerobic Treatment packages will be utilized for treatment of sanitary wastewater from the East and West Customs buildings. Sanitary waste streams from the Administration building and Gate house will gravity
drain into a common lift station (K-121), where it will be pumped to a central sanitary treatment plant (K-126) located south of the warehouse parking lot. Sanitary waste streams from the Warehouse/Maintenance building and the Control building will
gravity drain into a common lift station (K-122), where it will also be pumped to the same treatment plant (K-126). The central Sanitary Treatment Plant (K-126) will be sized for 2,500 GPD of effluent. Outfall from the Sanitary Treatment Plant
(K-126) will gravity flow out of the terminal on the east end following existing storm water runoff ditches. Design of Sanitary Treatment Plant will be such that it is not visible from roads (i.e. buried).	  	Yes	  	

 C. No Fault 
 Owner and Contractor agree that neither Party agree to the other Party’s positions or arguments on the above issues, as may have been expressed in past correspondence, meetings, or other communications, and further agree that
settlement of these issues can not be seen as setting any precedents for past, current, or future Change Orders which may arise. 
  

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 REFERENCE DOCUMENTS: 
 A-1) Payment Milestones for Change in Soil Conditions (T-0038) 
 A-2) Bechtel Letter SDN 25027-001-T06-GAM-00024 dated February 7, 2006 
 B-1) Estimate for Sanitary Treatment Changes (T-0137 / T-1007) 
 B-2) Payment Milestones for Sanitary Treatment Changes (T-0137 / T-1007) 
 B-3) P&ID M6-29-00855, Rev 00A, “Sanitary Wastewater Lift Station K-121” 
 B-4) P&ID M6-29-00856, Rev 00A, “Sanitary Wastewater Lift Station K-122” 
 B-5) P&ID M6-29-00857, Rev 00A, “Treatment Plant” 
 B-6) SP-FW-34, Rev B, “Underground Piping Planning Study, Sanitary Sewer” 
  

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 SCHEDULE D-1 
 CHANGE ORDER FORM 
  

			
	PROJECT NAME: Sabine Pass LNG Receiving, Storage and Regasification Terminal	 	CHANGE ORDER NUMBER: SP/BE- 043
		 	
	OWNER: Sabine Pass LNG, L.P.	 	DATE OF CHANGE ORDER: February 16, 2007
		 	
	CONTRACTOR: Bechtel Corporation	 	Subsurface Soil Conditions and Sewage Treatment Systems
		 	
	DATE OF AGREEMENT: December 18, 2004	 	

 Adjustment to Contract Price 

				
	 The original Contract Price was
	  	$	646,936,000
	 Net change by previously authorized Change Orders (#SP/BE-002 to 028, 031, 033 thru 035; 038 thru 0041)
	  	$	119,439,483
	 The Contract Price prior to this Change Order was
	  	$	766,375,483
	 Bundle #6; Change Order SP/BE-042 dated January 18, 2007
	  	$	1,843,220
	 The Contract Price will be increased by this Change Order in the amount of
	  	$	2,100,000
	 The new Contract Price including this Change Order will be
	  	$	770,318,703

 Adjustment to dates in Project Schedule 
 The following dates are modified: 
 The Target Bonus Date will be unchanged. 
 The Target Bonus Date as of the date of this
Change Order therefore is April 3 2008 (1,095 Days following the NTP) 
 The Guaranteed Substantial Completion Date
will be unchanged December 20, 2008. 
 The Guaranteed Substantial Completion Date as of the date of this Change Order
therefore is 1,355 days following NTP. 
 Adjustment to other Changed Criteria: Not Applicable 
 Adjustment to Payment Schedule: See attached “Payment Milestone – Changes in Soil Conditions (T-0038) and Changes in Sanitary Treatment Design (T-0137 /
T-1007). 
 Adjustment to Minimum Acceptance Criteria: No Change 
 Adjustment to Performance Guarantees: No Change 
 Adjustment to Design Basis: No Change. 
 Other adjustments to liability or obligation of Contractor or Owner under the Agreement: No Change 
 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 upon the Changed Criteria and shall be deemed to compensate Contractor fully for such change. 
 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. 
  

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 SCHEDULE D-1 
 CHANGE ORDER FORM 
  

			
	PROJECT NAME: Sabine Pass LNG Receiving, Storage and Regasification Terminal	 	CHANGE ORDER NUMBER: SP/BE- 043
		 	
	OWNER: Sabine Pass LNG, L.P.	 	DATE OF CHANGE ORDER: February 16, 2007
		 	
	CONTRACTOR: Bechtel Corporation	 	Subsurface Soil Conditions and Sewage Treatment Systems
		 	
	DATE OF AGREEMENT: December 18, 2004	 	

  

					
	 /s/ Charif Souki
	 		 	/s/ C. Asok Kumar
	 * Charif Souki
	 		 	Contractor
	 Chairman
	 		 	C. Asok Kumar
		 		 	 Name

		 		 	Project Director
		 		 	 Title

	 February 22, 2007
	 		 	 3/1/07

	 Date of Signing
	 		 	Date of Signing
		 		 	
	/s/ Stan Horton	 		 	
	 * Stan Horton
	 		 	
	President & COO Cheniere Energy	 		 	
		 		 	
	 2/22/07
	 		 	
	Date of Signing	 		 	
		 		 	
	/s/ Ed Lehotsky	 		 	
	 * Ed Lehotsky
	 		 	
	Owner Representative	 		 	
		 		 	
	 Feb 19, 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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