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EXECUTION VERSION  CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT  BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE  REGISTRANT IF PUBLICLY DISCLOSED.  [*****] INDICATES THAT INFORMATION HAS  BEEN REDACTED.  THIS THIRD AMENDMENT AGREEMENT (the “Amendment Agreement”) is made on                  22  July 2021 between:  (1) SOCIÉTÉ NATIONALE DES HYDROCARBURES, a company established and duly  incorporated under the laws of the Republic of Cameroon under company registration  number RC Yaoundé J-58 with its registered office at P.O. Box 955, Yaoundé, Cameroon,  represented for the purposes of this Agreement by its Executive-General Manager  (Administrateur Directeur Général), Mr Adolphe Moudiki, duly authorised for the purposes  hereof (“SNH”);  (2) PERENCO CAMEROON SA, a limited liability company with a board of directors, with a  share capital of one hundred and nine thousand and three hundred and seventy five US  Dollars (USD 109,375), established and duly incorporated under the laws of the Republic of  Cameroon under company registration number RC/DLA/1982/B/8367, with its registered  office at P.O. Box 1225 Douala, Cameroon, represented for this purpose by Mr Adrien Broche  duly authorised for the purposes hereof (“Perenco”);   (3) GOLAR HILLI CORPORATION, a company established and duly incorporated under the  laws of the Marshall Islands, under company registration number 68975, with its registered  office located at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall  Islands, MH96960, represented for the purposes of this Agreement by Mr John JOHANSEN,  duly authorised for the purposes hereof (“Golar”); and  (4) GOLAR CAMEROON SASU, a simplified limited company with a sole shareholder, with a  share capital of CFA Francs ten million (XAF 10,000,000), established and duly incorporated  under the laws of the Republic of Cameroon, under company registration number  RC/DLA/2015/B/3350, with its registered office located at Avenue de Gaulle 600. Bonanjo, PO  Box 1404, Douala, Cameroon, represented for the purposes of this Agreement by Mr John  JOHANSEN, duly authorised for the purposes hereof (“Golar Cam”).  SNH, Perenco, Golar and Golar Cam, and their respective successors and permitted assignees (if any),  may sometimes individually be referred to throughout this Agreement as a “Party” and collectively as  the “Parties” (and, where the context requires, each of SNH and Perenco may together be referred to  as a single Party, and each of Golar and Golar Cam may together be referred to as a single Party).  RECITALS:  (A) The Parties entered into a liquefaction tolling agreement dated 29 November 2017 (as  amended by an amendment agreement entered into between the Parties on 15 November  2019 and a second amendment agreement entered into between the Parties on 23 March 2021),  the “LTA”) in connection with the development of a floating liquefied natural gas export  project offshore Kribi, in Cameroon.  (B) The Parties now wish to further amend the LTA in accordance with the provisions hereof.  NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are  hereby acknowledged it is agreed as follows:  





 






EXECUTION VERSION  1 DEFINITIONS, INTERPRETATION AND LANGUAGE  1.1 Definitions  Unless the context otherwise requires and save as mentioned herein, words and expressions  defined in the LTA shall have the same meanings when used in this Amendment Agreement.  1.2 Interpretation  References in the LTA to “this Agreement” shall, with effect on and from the Effective Date  and unless the context otherwise requires, be references to the LTA as amended and/or  supplemented by this Amendment Agreement and words such as “herein”, “hereof”,  “hereunder”, “hereafter”, “hereby” and “hereto”, where they appear in the LTA, shall be  construed accordingly.  1.3 Incorporation of certain references  Clauses 1.2, 1.3, 31.4 and 31.5 of the LTA shall be deemed to be incorporated in this  Amendment Agreement in full, mutatis mutandis.  2 AMENDMENTS TO THE LTA  2.1 The LTA shall be amended with effect on and from the Effective Date as set out in this Clause  2.  2.2 Clause 1.1 of the LTA shall be amended by:  (a) Deleting the definitions of “Annual LNG Overproduction Value”, “Excess Base  Capacity” and “Monthly Component” and replacing them with the following:  ““Annual LNG Overproduction Value” means the product, expressed in USD, of  the Annual LNG Overproduction for a Contract Year multiplied by:   (a) if the Excess Base Capacity in respect of such Contract Year is larger than zero  (0), the Average Excess Tolling Fee; or  (b) if the Excess Base Capacity in respect of such Contract Year is zero (0), the  Average Base Tolling Fee.”  ““Excess Base Capacity” means:  (a) for the 2022 Contract Year, the 2022 Excess Base Capacity; and   (b) for any Contract Year starting on or after 1 January 2023, the 2023+ Excess Base  Capacity.”  ““Monthly Component” means twelve (12); provided, however, that for the first  and last Contract Years, Monthly Component shall mean the number of months in  the respective Contract Year with the first and last months in such Contract Year  being prorated based upon the number of days in such month (if the first and last  months are not full calendar months).”  (b) Adding the following new definitions in alphabetical order:  





 






EXECUTION VERSION  ““2022 Contract Year” means the Contract Year starting on 1 January 2022.”  ““2022 Excess Base Capacity” has the meaning given to it in Clause 5.1(b).”  ““2023+ Excess Base Capacity” means the LNG liquefaction capacity over and  above the Base Capacity notified by the Customer in the 2023+ Excess Base Capacity  Option Notice.”  ““2023+ Excess Base Capacity Option” has the meaning given to it in Clause 5.1(c).”  ““2023+ Excess Base Capacity Option Notice” has the meaning given to it in Clause  5.1(c).”  ““MMSCFD” or “MMscfd” or “mmscfd” means million standard cubic feet per  day.”  2.3 Clauses 5.1(b) to 5.1(e) (inclusive) of the LTA shall be deleted in their entirety and replaced  with the following:  “(b) For the 2022 Contract Year, Golar shall provide LNG liquefaction capacity of two  hundred thousand (200,000) metric tonnes over and above the Base Capacity (the “2022  Excess Base Capacity”).  (c) The Customer shall have an option (the “2023+ Excess Base Capacity Option”), on  written notice to be exercised no later than 31 July 2022 (the “2023+ Excess Base  Capacity Option Notice”), to instruct Golar to increase the LNG liquefaction capacity  of the FLNG Facility up to a maximum of four hundred thousand (400,000) metric  tonnes per annum over and above the Base Capacity for the Contract Year starting on  1 January 2023 and each Contract Year thereafter during the remainder of the Term or  pro-rata thereof for the last Contract Year.   (d)   If the Customer exercises the 2023+ Excess Base Capacity Option in accordance with  Clause 5.1(c), then Golar shall provide the 2023+ Excess Base Capacity for the Contract  Year starting on 1 January 2023 and each Contract Year thereafter during the remainder  of the Term. If the Customer notifies Golar by 31 July 2022 that it has no requirement  for 2023+ Excess Base Capacity or otherwise fails to exercise the 2023+ Excess Base  Capacity Option in accordance with Clause 5.1(c), the 2023+ Excess Base Capacity shall  be deemed to be zero (0) MMTPA.  (e) Provided that the Excess Base Capacity is larger than zero (0) MMTPA, an additional  monthly fee (the “Excess Tolling Fee”) shall be payable by the Customer to Golar in  arrears in an amount equal to (1) the MMBTU Excess Base Capacity divided by (2) the  Monthly Component and multiplied by (3) the USD price per MMBTU for that  calendar month (based on Gross Heating Value), which shall be calculated as follows:  (i) For each calendar month in the 2022 Contract Year, the USD price per MMBTU  shall be the higher of:   A. [*****]; and  B. [*****].  





 






EXECUTION VERSION  (ii) For each calendar month in each Contract Year from and including the  Contract Year starting on 1 January 2023 until the end of the Term, the USD  price per MMBTU shall be the higher of:  A. [*****]; and  B.  [*****]  For the purposes of this Clause 5.1 (e) only:  “Additional Volumes Contract Price” means the following USD price per MMBTU:  (TTF x CF x FX) – X  Where:  “TTF” means in respect of the Pricing Month, the un-weighted arithmetic  average of the Midpoint Prices quoted in respect of such Pricing Month in the  ICIS Heren European Spotgas Markets report (the “Heren Report”) on each  day that such Heren Report is published during the Calculation Period;   “Pricing Month” means the relevant calendar month during which Golar has  provided the Excess Base Capacity;  “Midpoint Prices” means the un-weighted arithmetic average of the Bid and  the Offer quoted in the Heren Report in respect of the Pricing Month at the  TTF in the table entitled “TTF Price Assessment” in EUR/MWh;  “Calculation Period” means the calendar month immediately preceding the  Pricing Month during which the Pricing Month is displayed as the front month  published by the Heren Report;  “CF” means 0.293071 MWh/MMBTU;  “FX” means the USD foreign exchange reference rate for Euro (being the value  of 1 Euro expressed in USD) as published by Bloomberg under BFIX at 16:00  hours (London time) for the United Kingdom business day immediately  following the Calculation Period; and  “X” is equal to: (i) [*****] for the 2022 Contract Year and (ii) [*****] for each  Contract Year from and including the Contract Year starting on 1 January 2023  for the remainder of the Term.  “ETF” means the Excess Tolling Fee in USD per MMBTU.  EXAMPLE CALCULATION  The following example calculation illustrates the equation set out in paragraph (ii) A. above.  Where:  - [*****]  





 






EXECUTION VERSION  - CF = 0.293071  - FX = 1.20  - [*****]  Additional Volumes Contract Price = [*****]  Excess Base Capacity = 0.4 MMTPA  MMBTU Excess Base Capacity = 0.4 MMTPA * [*****]    [*****]    2.4 In the third line of Clause 5.1(g)(ii)(B), the words “most recently instructed” shall be deleted  and the words “for the relevant Contract Year” inserted after “MMBTU Excess Base  Capacity”.  2.5 Clause 5.1(g)(iii) shall be deleted and replaced with the following:  “(iii) For each Contract Year in which an Annual Underutilisation Quantity accrues, an  "Annual Underutilisation Quantity Value", expressed in USD, shall be calculated  by multiplying the Annual Underutilisation Quantity by:  (A) if the Excess Base Capacity in respect of the relevant Contract Year is larger  than zero (0) MMTPA, the Average Excess Tolling Fee; or  (B) if the Excess Base Capacity in respect of the relevant Contract Year is zero (0)  MMTPA, the Average Base Tolling Fee.”  2.6 Clause 10.1(a) shall be deleted and replaced with the following:  “(a) The Customer shall design, build and operate production facilities (or cause the same  to be done) to ensure the supply of Feed Gas to enable Golar to deliver the Base  Capacity and, subject to the exercise of the 2023+ Excess Base Capacity Option, the  2023+ Excess Base Capacity in accordance with this Agreement. In the case of the Base  Capacity, by no later than the Scheduled Commissioning Start Date, subject to any  delay or postponement of such date in accordance with Clause 9.1(b), and in the case  of the 2023+ Excess Base Capacity, by no later than 31 December 2022, subject to the  exercise of the 2023+ Excess Base Capacity Option.”  2.7 In Clause 15.7(a), sub-paragraph (vii) shall be deleted and replaced with the following:  “(vii)  in any Contract Year where the Excess Base Capacity is larger than zero (0), and subject  to at least twenty four (24) hours’ notice from Golar requiring minimum delivery of  [*****] of Feed Gas, any time during the Allowed Laytime during which the Customer  fails to maintain delivery of at least [*****] of Feed Gas, provided that where the  Customer is able to maintain delivery of at least [*****] of Feed Gas during the Allowed  Laytime, the extensions to the Allowed Laytimes shall be as stated in Annex 9.”  





 






EXECUTION VERSION  2.8 The row titled “LNG Vessels” in the table set out in Annex 1 of the LTA shall be deleted in its  entirety and replaced with the following:  LNG Vessels Generic design capable of safely berthing LNG Vessels having a  gross cargo capacity of up to 160,000m3.   Golar has agreed to a Customer specific requirement for safely  berthing LNG Vessels having a gross capacity of up to 180,000m3,  including those listed in Annex 8.    2.9 In Annex 2 of the LTA the words “Maximum Feed Gas inlet rate: [*****] shall be deleted and  replaced with “Maximum Feed Gas inlet rate: [*****].  2.10 The table in Annex 4 of the LTA shall be deleted and replaced with the following:  [*****]    2.11 The table of Approved LNG Vessels in Annex 8 of the LTA shall be deleted in its entirety and  replaced with the following:  Name Flag  Year of  Build  Yard  Capacity  (100%)  IMO  Number  Lena River Marshall Islands 2013 HHI, Korea 154,942m3 9629598  Yenisei River Marshall Islands 2013 HHI, Korea 154,925m3 9629586  Velikiy Novgorod Liberia 2014 STX, Korea 170,568m3 9630004  Pskov Liberia 2014 STX, Korea 170,535m3 9630028  Marshal Vasilevskiy Russian Federation 2018 HHI, Korea 174,523m3 9778313  Clean Energy Marshall Island 2007 HHI, Korea 149,755m3 9323687  Golar Nanook Marshall Island 2018 SHI, Korea 170,221m3 9785500  Golar Maria Marshall Islands 2006 Daewoo, Korea 145,931m3 9320374  Golar Penguin Marshall Islands 2014 SHI, Korea 160,683m3 9624938  Seri Camellia Malaysia 2016 HHI, Korea 150,547m3 9714276  Methane Jane Elizabeth Bermuda 2006 SHI, Korea 145,673m3 9307190  BW Paris Singapore 2009 Daewoo, Korea 162,547m3 9368302  





 






EXECUTION VERSION  Energy Glory Japan 2019  Japan Marine  United  Corporation, TSU  Shipyard  166,686m3 9752565  Ribera del Duero  Knutsen  Norway 2010 Daewoo, Korea 173,667m3 9477593  Maran Gas Alexandria Greece 2015 HSHI, Korea 161,874m3 9650054  Maran Gas Troy Greece 2015 DSME, Korea 159,886m3 9658240  Stena Crystal Sky United Kingdom 2011 DSME, Korea 173,611m3 9383900  Hoegh Giant Marshall Islands 2017 HHI, Korea 170,109m3 9762962  Gaslog Savannah Bermuda 2010 SHI, Korea 155,194m3 9352860  Gaslog Skagen Bermuda 2013 SHI, Korea 155,086m3 9626285  Energy Integrity Marshall Islands 2021 DSME, Korea 173,400m3 9859739  Energy Intelligence Marshall Islands 2021 DSME, Korea 173,400m3 9881201  Seri Bakti Malaysia 2007 MHI, Japan 150,689m3 9331634  Flex Rainbow Marshall Islands 2018 SHI, Korea 174,171m3 9709037      2.12 The section headed “Allotted Loading Times” in Annex 9 of the LTA shall be deleted in its  entirety and replaced with:  [*****]  * Allowed Laytimes shall be interpolated linearly if the combination of Scheduled Loading Quantity  versus Base Capacity and, if applicable, Excess Base Capacity is not reflected in the table above.”  2.13 A new section headed “Extensions to Allowed Laytimes” shall be inserted below the section  headed “Allotted Loading Times” in Annex 9 of the LTA as follows:   “Extensions to Allowed Laytimes  For the purposes of the proviso in Clause 15.7(a)(vii), the extensions to Allowed Laytimes  where the Customer maintains delivery of at least [*****] of Feed Gas during the Allowed  Laytime are as follows:  [*****]    





 






EXECUTION VERSION  * The above extensions to Allowed Laytimes shall be interpolated linearly if the combination of  Scheduled Loading Quantity versus Base Capacity and Excess Base Capacity is not reflected in the table  above.”  3 EFFECTIVE DATE  The Parties agree and confirm that the amendments to the LTA set out in Clause 2 of this  Amendment Agreement shall only take effect on the date on which the Customer notifies  Golar in writing  (i) that it has entered into a binding amendment agreement to the LNG SPA  dated 26 November 2015 between the Customer and Gazprom Marketing & Trading  Singapore Pte Ltd for the sale and purchase of the LNG to be produced utilising the Excess  Base Capacity and (ii) setting out the Additional Volumes Contract Price (the “Effective  Date”).  4 REPRESENTATIONS AND WARRANTIES  4.1 Each Party represents and warrants that the representations and warranties it gives in clause  21 of the LTA are true and correct as at the date of this Amendment Agreement with reference  to the facts and circumstances existing at such date, in relation to both this Amendment  Agreement and the LTA as amended by this Amendment Agreement.  4.2 Each Party further represents and warrants that this Amendment Agreement constitutes its  legal, valid, binding and enforceable obligations in accordance with its terms.  5 MISCELLANEOUS  5.1 Continuation of LTA  Save as amended by this Amendment Agreement, the provisions of the LTA shall continue  in full force and effect and each of the LTA and this Amendment Agreement shall be read  and construed as one instrument.  5.2 Severance of Invalid Provisions  If and for so long as any provision of this Amendment Agreement shall be deemed to be  invalid for any reason whatsoever, such invalidity shall not affect the validity or operation of  any other provision of this Amendment Agreement except only so far as shall be necessary to  give effect to the construction of such invalidity, and any such invalid provision shall be  deemed severed from this Amendment Agreement without affecting the validity of the  balance of this Amendment Agreement.  5.3 Counterpart Execution  This Amendment Agreement may be executed in any number of counterparts and each such  counterpart shall be deemed an original Amendment Agreement for all purposes, provided  that no Party shall be bound to this Amendment Agreement unless and until both Parties  have executed a counterpart.  6 CHOICE OF LAW AND DISPUTE RESOLUTION  6.1 Choice of Law  





 






EXECUTION VERSION  This Amendment Agreement (and any non-contractual obligations which may arise out of or  in connection with it) shall be governed by and construed in accordance with English law,  without regard to its rules of conflict of laws that would require the application of laws of a  different jurisdiction.    6.2 Arbitration  Any Dispute arising out of or in connection with this Amendment Agreement  shall be  referred to and finally resolved by arbitration under the LCIA Rules (the “Rules”) of the LCIA  Court (formerly the London Court of International Arbitration), save that the Parties do not  waive their right to any form of appeal to any state court or other legal authority.  6.3 Procedure for Arbitration  (a) The arbitral tribunal shall consist of three (3) arbitrators. The claimant shall  nominate one arbitrator; the respondent shall nominate the second arbitrator; and a  third arbitrator, who shall serve as chairman, shall be appointed by the LCIA Court  within [*****] days of the appointment of the second arbitrator.  (b) For the avoidance of any doubt, SNH and Perenco shall only be entitled to  collectively appoint one arbitrator, and Golar and Golar Cam shall only be entitled  to collectively appoint one arbitrator.  If SNH or Perenco commences arbitration  otherwise than jointly with the other, the arbitrator appointed by it shall be deemed  to have been appointed with the agreement of the other. If Golar or Golar Cam  commences arbitration otherwise than jointly with the other, the arbitrator  appointed by it shall be deemed to have been appointed with the agreement of the  other.  (c) In the event the claimant or the respondent shall fail to nominate an arbitrator  within the time limits specified in the Rules, such arbitrator shall be appointed by  the LCIA Court within [*****] days of such failure. In the event that both the claimant  and the respondent fail to nominate an arbitrator within the time limits specified in  the Rules, all three arbitrators shall be appointed by the LCIA Court within [*****]  of such failure who shall designate one of them as chairman.  (d) If both parties so agree, there shall be a sole arbitrator appointed by the LCIA Court  within [*****] days of such agreement.  (e) The seat of arbitration shall be Geneva, Switzerland, and the language of the  arbitration shall be English.          





 






EXECUTION VERSION    EXECUTION PAGE    SIGNED for and on behalf of SOCIÉTÉ NATIONALE DES HYDROCARBURES    By:_/s/ ADOLPHE MOUDIKI  Name: ADOLPHE MOUDIKI  Position: EXECUTIVE-GENERAL MANAGER      SIGNED for and on behalf of PERENCO CAMEROON SA    By:_/s/ ADRIEN BROCHE  Name: ADRIEN BROCHE  Position: GENERAL MANAGER      SIGNED for and on behalf of GOLAR HILLI CORPORATION    By: /s/ JOHN JOHANSEN  Name: JOHN JOHANSEN  Position: ATTORNEY-IN-FACT      SIGNED for and on behalf of GOLAR CAMEROON SASU    By: /s/ JOHN JOHANSEN  Name: JOHN JOHANSEN  Position: PRESIDENT