Flex LNG Ltd. (Form: 20-F, Received: 03/17/2021 16:23:31)

Copyright © 2012 Norwegian Shipbrokers’ Association. All rights reserved. Published by BIMCO. No part of this BIMCO SmartCon document may be copied, reproduced or distributed in any form without the prior written permission of the Norwegian Shipbrokers’ Association. Explanatory notes are available from BIMCO at www.bimco.org. Adopted by BIMCO in 1956, revised 1966, 1983, 1986/87, 1993 and 2012. During the inspection, the Vessel's deck and engine log books shall be made available for examination by the Buyers. The sale shall become outright and definite, subject only to the terms and conditions of this Agreement, provided that the Sellers receive written notice of acceptance of the Vessel from the Buyers within seventy-two (72) hours after completion of such inspection or after the date/last day of the period stated in Clause 4(b)(ii), whichever is earlier. Should the Buyers fail to undertake the inspection as scheduled and/or notice of acceptance of the Vessel's classification records and/or of the Vessel not be received by the Sellers as aforesaid, the Deposit together with interest earned, if any, shall be released immediately to the Buyers, whereafter this Agreement shall be null and void. *4(a) and 4(b) are alternatives; delete whichever is not applicable. In the absence of deletions, alternative 4(a) shall apply. 5. Time and place of delivery and notices - see Clause 27 (a) The Vessel shall be delivered and taken over safely afloat at a safe and accessible berth or anchorage at/in (state place/range) in the Sellers' option. Notice of Readiness shall not be tendered before: (date) Cancelling Date (see Clauses 5(c), 6 (a)(i), 6 (a)(iii) and 14): (b) The Sellers shall keep the Buyers well informed of the Vessel's itinerary and shall provide the Buyers with twenty (20), ten (10), five (5) and three (3) days’ notice of the date the Sellers intend to tender Notice of Readiness and of the intended place of delivery. When the Vessel is at the place of delivery and physically ready for delivery in accordance with this Agreement, the Sellers shall give the Buyers a written Notice of Readiness for delivery. (c) If the Sellers anticipate that, notwithstanding the exercise of due diligence by them, the Vessel will not be ready for delivery by the Cancelling Date they may notify the Buyers in writing stating the date when they anticipate that the Vessel will be ready for delivery and proposing a new Cancelling Date. Upon receipt of such notification the Buyers shall have the option of either cancelling this Agreement in accordance with Clause 14 (Sellers’ Default) within three (3) Banking Days of receipt of the notice or of accepting the new date as the new Cancelling Date. If the Buyers have not declared their option within three (3) Banking Days of receipt of the Sellers' notification or if the Buyers accept the new date, the date proposed in the Sellers' notification shall be deemed to be the new Cancelling Date and shall be substituted for the Cancelling Date stipulated in Clause 5(a). If this Agreement is maintained with the new Cancelling Date all other terms and conditions hereof including those contained in Clauses 5(b) and 5(d) shall remain unaltered and in full force and effect. (d) Cancellation, failure to cancel or acceptance of the new Cancelling Date shall be entirely without prejudice to any claim for damages the Buyers may have under Clause 14 (Sellers’ Default) for the Vessel not being ready by the original Cancelling Date. (e) Should the Vessel become an actual, constructive or compromised total loss before delivery the Deposit together with interest earned, if any, shall be released immediately to the Buyers whereafter this Agreement shall be null and void. 6. Divers Inspection / Drydocking - intentionally omitted (a)* (i) The Buyers shall have the option at their cost and expense to arrange for an underwater inspection by a diver approved by the Classification Society prior to the delivery of the Vessel. Such option shall be declared latest nine (9) days prior to the Vessel’s intended date of readiness for delivery as notified by the Sellers pursuant to Clause 5(b) of this Agreement. The Sellers shall at their cost and expense make the Vessel available for such inspection. This inspection shall be carried out without undue delay and in the presence of a Classification Society surveyor arranged for by the Sellers and paid for by the Buyers. The Buyers’ representative(s) shall have the right to be present at the diver’s inspection as observer(s) only without

Copyright © 2012 Norwegian Shipbrokers’ Association. All rights reserved. Published by BIMCO. No part of this BIMCO SmartCon document may be copied, reproduced or distributed in any form without the prior written permission of the Norwegian Shipbrokers’ Association. Explanatory notes are available from BIMCO at www.bimco.org. Adopted by BIMCO in 1956, revised 1966, 1983, 1986/87, 1993 and 2012. interfering with the work or decisions of the Classification Society surveyor. The extent of the inspection and the conditions under which it is performed shall be to the satisfaction of the Classification Society. If the conditions at the place of delivery are unsuitable for such inspection, the Sellers shall at their cost and expense make the Vessel available at a suitable alternative place near to the delivery port, in which event the Cancelling Date shall be extended by the additional time required for such positioning and the subsequent re-positioning. The Sellers may not tender Notice of Readiness prior to completion of the underwater inspection. (ii) If the rudder, propeller, bottom or other underwater parts below the deepest load line are found broken, damaged or defective so as to affect the Vessel's class, then (1) unless repairs can be carried out afloat to the satisfaction of the Classification Society, the Sellers shall arrange for the Vessel to be drydocked at their expense for inspection by the Classification Society of the Vessel's underwater parts below the deepest load line, the extent of the inspection being in accordance with the Classification Society's rules (2) such defects shall be made good by the Sellers at their cost and expense to the satisfaction of the Classification Society without condition/recommendation** and (3) the Sellers shall pay for the underwater inspection and the Classification Society's attendance. Notwithstanding anything to the contrary in this Agreement, if the Classification Society do not require the aforementioned defects to be rectified before the next class drydocking survey, the Sellers shall be entitled to deliver the Vessel with these defects against a deduction from the Purchase Price of the estimated direct cost (of labour and materials) of carrying out the repairs to the satisfaction of the Classification Society, whereafter the Buyers shall have no further rights whatsoever in respect of the defects and/or repairs. The estimated direct cost of the repairs shall be the average of quotes for the repair work obtained from two reputable independent shipyards at or in the vicinity of the port of delivery, one to be obtained by each of the Parties within two (2) Banking Days from the date of the imposition of the condition/recommendation, unless the Parties agree otherwise. Should either of the Parties fail to obtain such a quote within the stipulated time then the quote duly obtained by the other Party shall be the sole basis for the estimate of the direct repair costs. The Sellers may not tender Notice of Readiness prior to such estimate having been established. (iii) If the Vessel is to be drydocked pursuant to Clause 6(a)(ii) and no suitable dry-docking facilities are available at the port of delivery, the Sellers shall take the Vessel to a port where suitable drydocking facilities are available, whether within or outside the delivery range as per Clause 5(a). Once drydocking has taken place the Sellers shall deliver the Vessel at a port within the delivery range as per Clause 5(a) which shall, for the purpose of this Clause, become the new port of delivery. In such event the Cancelling Date shall be extended by the additional time required for the drydocking and extra steaming, but limited to a maximum of fourteen (14) days. (b)* The Sellers shall place the Vessel in drydock at the port of delivery for inspection by the Classification Society of the Vessel's underwater parts below the deepest load line, the extent of the inspection being in accordance with the Classification Society's rules. If the rudder, propeller, bottom or other underwater parts below the deepest load line are found broken, damaged or defective so as to affect the Vessel's class, such defects shall be made good at the Sellers' cost and expense to the satisfaction of the Classification Society without condition/recommendation**. In such event the Sellers are also to pay for the costs and expenses in connection with putting the Vessel in and taking her out of drydock, including the drydock dues and the Classification Society's fees. The Sellers shall also pay for these costs and expenses if parts of the tailshaft system are condemned or found defective or broken so as to affect the Vessel's class. In all other cases, the Buyers shall pay the aforesaid costs and expenses, dues and fees. (c) If the Vessel is drydocked pursuant to Clause 6 (a)(ii) or 6 (b) above: (i) The Classification Society may require survey of the tailshaft system, the extent of the survey being to the satisfaction of the Classification surveyor. If such survey is not required by the Classification Society, the Buyers shall have the option to require the tailshaft to be drawn and surveyed by the Classification Society, the extent of the survey being in accordance with the Classification Society's rules for tailshaft survey and consistent with the current stage of the Vessel's survey cycle. The Buyers shall declare whether they require the tailshaft to be drawn and surveyed not later than by the completion of the inspection by the Classification Society. The drawing and refitting of the tailshaft shall be arranged by the Sellers. Should any parts of the tailshaft system be condemned or found defective so as to affect the Vessel's class, those parts shall be renewed or made good at the Sellers' cost and expense to the satisfaction of Classification Society without condition/recommendation**.

Copyright © 2012 Norwegian Shipbrokers’ Association. All rights reserved. Published by BIMCO. No part of this BIMCO SmartCon document may be copied, reproduced or distributed in any form without the prior written permission of the Norwegian Shipbrokers’ Association. Explanatory notes are available from BIMCO at www.bimco.org. Adopted by BIMCO in 1956, revised 1966, 1983, 1986/87, 1993 and 2012. (ii) The costs and expenses relating to the survey of the tailshaft system shall be borne by the Buyers unless the Classification Society requires such survey to be carried out or if parts of the system are condemned or found defective or broken so as to affect the Vessel's class, in which case the Sellers shall pay these costs and expenses. (iii) The Buyers' representative(s) shall have the right to be present in the drydock, as observer(s) only without interfering with the work or decisions of the Classification Society surveyor. (iv) The Buyers shall have the right to have the underwater parts of the Vessel cleaned and painted at their risk, cost and expense without interfering with the Sellers' or the Classification Society surveyor's work, if any, and without affecting the Vessel's timely delivery. If, however, the Buyers' work in drydock is still in progress when the Sellers have completed the work which the Sellers are required to do, the additional docking time needed to complete the Buyers' work shall be for the Buyers' risk, cost and expense. In the event that the Buyers' work requires such additional time, the Sellers may upon completion of the Sellers' work tender Notice of Readiness for delivery whilst the Vessel is still in drydock and, notwithstanding Clause 5(a), the Buyers shall be obliged to take delivery in accordance with Clause 3 (Payment), whether the Vessel is in drydock or not. *6 (a) and 6 (b) are alternatives; delete whichever is not applicable. In the absence of deletions, alternative 6 (a) shall apply. **Notes or memoranda, if any, in the surveyor's report which are accepted by the Classification Society without condition/recommendation are not to be taken into account. 7. Spares, bunkers and other items The Sellers shall deliver the Vessel to the Buyers with everything belonging to her on board and on shore. All spare parts and spare equipment including spare tail-end shaft(s) and/or spare propeller(s)/propeller blade(s), if any, belonging to the Vessel at the time of deliveryinspection used or unused, whether on board or not shall become the Buyers' property, but spares on order are excluded. Forwarding charges, if any, shall be for the Buyers' account.. The Sellers are not required to replace spare parts including spare tail-end shaft(s) and spare propeller(s)/propeller blade(s) which are taken out of spare and used as replacement prior to delivery, but the replaced items shall be the property of the Buyers. Unused stores and provisions shall be included in the sale and be taken over by the Buyers without extra payment. Any bunkers and unused lubricating oils and greases in storage tanks and unopened drums at the time of delivery of the vessel shall be taken over by the Buyers, at no cost to the Buyers. Library and forms exclusively for use in the Sellers' vessel(s) and captain's, officers’ and crew's personal belongings including the slop chest are excluded from the sale without compensation, as well as the following additional items: (include list) Items on board which are on hire or owned by third parties, listed as follows, are excluded from the sale without compensation: (include list) Items on board at the time of inspection which are on hire or owned by third parties, not listed above, shall be replaced or procured by the Sellers prior to delivery at their cost and expense. The Buyers shall take over remaining bunkers and unused lubricating and hydraulic oils and greases in storage tanks and unopened drums and pay either: (a)* the actual net price (excluding barging expenses) as evidenced by invoices or vouchers; or (b)* the current net market price (excluding barging expenses) at the port and date of delivery of the Vessel or, if unavailable, at the nearest bunkering port, for the quantities taken over. Payment under this Clause shall be made at the same time and place and in the same currency as the Purchase Price. "inspection" in this Clause 7, shall mean the Buyers' inspection according to Clause 4(a) or 4(b) (Inspection), if applicable. If the Vessel is taken over without inspection, the date of this Agreement shall be the relevant date.

Copyright © 2012 Norwegian Shipbrokers’ Association. All rights reserved. Published by BIMCO. No part of this BIMCO SmartCon document may be copied, reproduced or distributed in any form without the prior written permission of the Norwegian Shipbrokers’ Association. Explanatory notes are available from BIMCO at www.bimco.org. Adopted by BIMCO in 1956, revised 1966, 1983, 1986/87, 1993 and 2012. *(a) and (b) are alternatives, delete whichever is not applicable. In the absence of deletions alternative (a) shall apply. 8. Documentation - also see Clause 23 The place of closing: (a) In exchange for payment of the Purchase Price the Sellers shall provide the Buyers with the following delivery documents: (i) Legal Bill(s) of Sale in a form recordable in the Buyers’ Nominated Flag State, transferring title of the Vessel and stating that the Vessel is free from all mortgages, encumbrances and maritime liens or any other debts whatsoever, duly notarially attested and legalised or apostilled, as required by the Buyers’ Nominated Flag State; (ii) Evidence that all necessary corporate, shareholder and other action has been taken by the Sellers to authorise the execution, delivery and performance of this Agreement; (iii) Power of Attorney of the Sellers appointing one or more representatives to act on behalf of the Sellers in the performance of this Agreement, duly notarially attested and legalized or apostilled (as appropriate); (iv) Certificate or Transcript of Registry issued by the competent authorities of the flag state on the date of delivery evidencing the Sellers’ ownership of the Vessel and that the Vessel is free from registered encumbrances and mortgages, to be faxed or e-mailed by such authority to the closing meeting with the original to be sent to the Buyers as soon as possible after delivery of the Vessel; (v) Declaration of Class or (depending on the Classification Society) a Class Maintenance Certificate issued within three (3) Banking Days prior to delivery confirming that the Vessel is in Class free of condition/recommendation; (vi) Certificate of Deletion of the Vessel from the Vessel's registry or other official evidence of deletion appropriate to the Vessel's registry at the time of delivery, or, in the event that the registry does not as a matter of practice issue such documentation immediately, a written undertaking by the Sellers to effect deletion from the Vessel's registry forthwith and provide a certificate or other official evidence of deletion to the Buyers promptly and latest within four (4) weeks after the Purchase Price has been paid and the Vessel has been delivered; (vii) A copy of the Vessel's Continuous Synopsis Record certifying the date on which the Vessel ceased to be registered with the Vessel's registry, or, in the event that the registry does not as a matter of practice issue such certificate immediately, a written undertaking from the Sellers to provide the copy of this certificate promptly upon it being issued together with evidence of submission by the Sellers of a duly executed Form 2 stating the date on which the Vessel shall cease to be registered with the Vessel's registry; (viii) Commercial Invoice for the Vessel; (viiix) Commercial Invoice(s) for bunkers, lubricating and hydraulic oils and greases; (x) A copy of the Sellers’ letter to their satellite communication provider cancelling the Vessel’s communications contract which is to be sent immediately after delivery of the Vessel; (viixi) Any additional documents as may reasonably be required by the competent authorities of the Buyers’ Nominated Flag State for the purpose of registering the Vessel, provided the Buyers notify the Sellers of any such documents as soon as possible after the date of this Agreement; and (ixxii) The Sellers’ letter of confirmation that to the best of their knowledge, the Vessel is not black listed by any nation or international organisation. (b) At the time of delivery the Buyers shall provide the Sellers with: (i) Evidence that all necessary corporate, shareholder and other action has been taken by the Buyers to authorise the execution, delivery and performance of this Agreement; and

Copyright © 2012 Norwegian Shipbrokers’ Association. All rights reserved. Published by BIMCO. No part of this BIMCO SmartCon document may be copied, reproduced or distributed in any form without the prior written permission of the Norwegian Shipbrokers’ Association. Explanatory notes are available from BIMCO at www.bimco.org. Adopted by BIMCO in 1956, revised 1966, 1983, 1986/87, 1993 and 2012. (ii) Power of Attorney of the Buyers appointing one or more representatives to act on behalf of the Buyers in the performance of this Agreement, duly notarially attested and legalised or apostilled (as appropriate). (c) If any of the documents listed in Sub-clauses (a) and (b) above are not in the English language they shall be accompanied by an English translation by an authorised translator or certified by a lawyer qualified to practice in the country of the translated language. (d) The Parties shall to the extent possible exchange copies, drafts or samples of the documents listed in Sub- clause (a) and Sub-clause (b) above for review and comment by the other party not later than (state number of days), or if left blank, nine (9) days prior to the Vessel’s intended date of readiness for delivery as notified by the Sellers pursuant to Clause 5(b) of this Agreement. (e) Concurrent with the exchange of documents in Sub-clause (a) and Sub-clause (b) above, the Sellers shall also hand to the Buyers the classification certificate(s) as well as all plans, drawings and manuals, (excluding ISM/ISPS manuals), which are on board the Vessel. Other certificates which are on board the Vessel shall also be handed over to the Buyers unless the Sellers are required to retain same, in which case the Buyers have the right to take copies. (f) Other technical documentation which may be in the Sellers' possession shall promptly after delivery be forwarded to the Buyers at their expense, if they so request. The Sellers may keep the Vessel's log books but the Buyers have the right to take copies of same. (g) The Parties shall sign and deliver to each other a Protocol of Delivery and Acceptance confirming the date and time of delivery of the Vessel from the Sellers to the Buyers. 9. Encumbrances The Sellers warrant that the Vessel, at the time of dDelivery, is free from all charters (other than the Bareboat Charter), encumbrances, mortgages and maritime liens or any other debts whatsoever, and is not subject to Port State or other administrative detentions. The Sellers hereby undertake to indemnify the Buyers against all consequences of claims made against the Vessel which have been incurred prior to the time of Ddelivery. 10. Taxes, fees and expenses Any taxes, fees and expenses in connection with the purchase of the Vessel and registration in the Buyers' Nominated Flag State shall be for the Buyers' account, whereas similar chargesand in connection with the closing of the Sellers' register shall be for the Sellers' account. 11. Condition on delivery The Vessel with everything belonging to her shall be at the Sellers' risk and expense until she is delivered to the Buyers, but subject to the terms and conditions of this Agreement she shall be delivered and taken over as she was at the time of this Agreementinspection, fair wear and tear excepted. However, the Vessel shall be delivered free of cargo and free of stowaways with her Class maintained without overdue condition/recommendation*, free of average damage affecting the Vessel's class, and with her classification certificates and national certificates, as well as all other certificates the Vessel had at the time of Deliveryinspection, valid and unextended without condition/recommendation* by the Classification Society or the relevant authorities at the time of Ddelivery. "Inspection" in this Clause 11, shall mean the Buyers' inspection according to Clause 4(a) or 4(b) (Inspections), if applicable. If the Vessel is taken over without inspection, the date of this Agreement shall be the relevant date. *Notes and memoranda, if any, in the surveyor's report which are accepted by the Classification Society without condition/recommendation are not to be taken into account. 12. Name/markings - intentionally omitted Upon delivery the Buyers undertake to change the name of the Vessel and alter funnel markings. 13. Buyers' default

Copyright © 2012 Norwegian Shipbrokers’ Association. All rights reserved. Published by BIMCO. No part of this BIMCO SmartCon document may be copied, reproduced or distributed in any form without the prior written permission of the Norwegian Shipbrokers’ Association. Explanatory notes are available from BIMCO at www.bimco.org. Adopted by BIMCO in 1956, revised 1966, 1983, 1986/87, 1993 and 2012. Should the Deposit not be lodged in accordance with Clause 2 (Deposit), the Sellers have the right to cancel this Agreement, and they shall be entitled to claim compensation for their losses and for all expenses incurred together with interest. Should the Purchase Price not be paid in accordance with Clause 3 (Payment) the Agreement, the Sellers have the right to cancel this Agreement, in which case the Deposit together with interest earned, if any, shall be released to the Sellers. If the Deposit does not cover their loss, the Sellers shall be entitled to claim further compensation for their losses and for all expenses incurred together with interest.it shall terminate whereupon all the Buyers' liabilities hereunder shall be extinguished. 14. Sellers' default Should the Sellers fail to give notice of the intended Delivery Date under Clause 27 Notice of Readiness in accordance with Clause 5(b) or fail to be ready to validly complete a legal transfer by the Cancelling Date the Buyers shall have the option of cancelling this Agreement. If after Notice of ReadinessPayment Notice has been given but before the Buyers have taken delivery, the Vessel ceases to be physically ready for delivery and is not made physically ready again by the Cancelling Date and new Notice of ReadinessPayment Notice given, the Buyers shall retain their option to cancel. In the event that the Buyers elect to cancel this Agreement, the Deposit together with interest earned, if any, shall be released to them immediately. Should the Sellers fail to give Notice of ReadinessPayment Notice by the Cancelling Date or fail to be ready to validly complete a legal transfer as aforesaid they shall make due compensation to the Buyers for their loss and for all expenses together with interest if their failure is due to proven negligence and whether or not the Buyers cancel this Agreement.in accordance with clause 55 (Fees and Expenses) of the Charter, and this Agreement shall immediately terminate and be cancelled without the need of either Buyers or Sellers to take any action whatsoever. 15. Buyers' representatives - intentionally omitted After this Agreement has been signed by the Parties and the Deposit has been lodged, the Buyers have the right to place two (2) representatives on board the Vessel at their sole risk and expense. These representatives are on board for the purpose of familiarisation and in the capacity of observers only, and they shall not interfere in any respect with the operation of the Vessel. The Buyers and the Buyers’ representatives shall sign the Sellers' P&I Club’s standard letter of indemnity prior to their embarkation. 16. Law and Arbitration (See Clause 33) (a)* This Agreement shall be governed by and construed in accordance with English law and any dispute arising out of or in connection with this Agreement shall be referred to arbitration in London in accordance with the Arbitration Act 1996 or any statutory modification or re- enactment thereof save to the extent necessary to give effect to the provisions of this Clause. The arbitration shall be conducted in accordance with the London Maritime Arbitrators Association (LMAA) Terms current at the time when the arbitration proceedings are commenced. The reference shall be to three arbitrators. A party wishing to refer a dispute to arbitration shall appoint its arbitrator and send notice of such appointment in writing to the other party requiring the other party to appoint its own arbitrator within fourteen (14) calendar days of that notice and stating that it will appoint its arbitrator as sole arbitrator unless the other party appoints its own arbitrator and gives notice that it has done so within the fourteen (14) days specified. If the other party does not appoint its own arbitrator and give notice that it has done so within the fourteen (14) days specified, the party referring a dispute to arbitration may, without the requirement of any further prior notice to the other party, appoint its arbitrator as sole arbitrator and shall advise the other party accordingly. The award of a sole arbitrator shall be binding on both Parties as if the sole arbitrator had been appointed by agreement. In cases where neither the claim nor any counterclaim exceeds the sum of US$100,000 the arbitration shall be conducted in accordance with the LMAA Small Claims Procedure current at the time when the arbitration proceedings are commenced. (b)* This Agreement shall be governed by and construed in accordance with Title 9 of the United States Code and

1 Execution Version RIDER CLAUSES TO MEMORANDUM OF AGREEMENT DATED __________________ 2020 CLAUSE 19 - PAYMENT OF PURCHASE PRICE BY BUYERS (a) Subject to the provisions of this Agreement, in consideration of the Buyers agreeing to pay the Purchase Price of the Vessel to the Sellers, the Sellers hereby agree to sell and transfer all rights, title and interest in the Vessel absolutely, with full title guarantee, on the Delivery Date. (b) Subject to the provisions of this Agreement, the Purchase Price shall be paid in full by the Buyers to the Sellers as follows: (i) an amount of the Purchase Price corresponding to the amount of the Advance Hire payable by the Sellers as bareboat charterer of the Vessel to the Buyers as owner under Clause 40(a)(i) of the Bareboat Charter on the Delivery Date shall be set off against the obligation of the Sellers to make payment of such Advance Hire to the Buyers (as owners) under the Bareboat Charter; (ii) if agreed by the Buyers in their sole discretion, an amount of the Purchase Price equal to the Upfront Fee payable by the Sellers as bareboat charterer of the Vessel under Clause 55(c) of the Bareboat Charter shall be set off against the obligation of the Sellers to make payment of the Upfront Fee to the Buyers (as owners) under the Bareboat Charter; and (iii) the balance of the Purchase Price after the set-off of the amounts described above shall be paid as follows: (aa) the Buyers shall, at least three (3) Banking Days prior to the Scheduled Delivery Date of the Vessel, deposit with the Builder’s Bank an amount (the “Builder’s Instalment Amount”) equivalent to the third and fourth instalments payable under Article X paragraphs 2(c) and 2(d) of the Building Contract, being an amount equal to US$128,722,682 (the date which the Buyers are required to make such deposit shall be referred to in this Agreement as “Prepositioning Date A”). Such deposit shall be made on an unallocated basis with a SWIFT MT103 and a SWIFT MT199 in a form to be agreed (the agreed form of the SWIFT MT 199 shall be referred to as the “Builder’s Instalment Amount SWIFT Payment Instructions”). The Builder’s Instalment Amount SWIFT Payment Instructions shall set out irrevocable conditional release instructions to the Builder’s Bank that the amount so deposited shall be transferable and payable to an account in the name of the Builder (the "Builder's Account") with the Builder’s Bank against presentation to the Builder’s Bank a copy of a protocol of delivery and acceptance of the Vessel duly signed by the respective authorised representatives of the Builder and the Original Buyer and duly countersigned by the authorised representative of the Sellers and Buyers. The Sellers hereby irrevocably order the Builder’s Instalment Amount to be paid, in accordance with the Builder’s order for application of the Sellers’ corresponding obligation to make payment of the corresponding amount to the Original Buyer under Clause 3 of the Intermediate MOA, into the Builder’s Account to the credit of the Builder. 22 June

2 (bb) The Buyers shall, at least two (2) Banking Days prior to the Scheduled Delivery Date of the Vessel, deposit with the Original Buyer’s Bank an amount (the “Original Buyer’s Portion”) equal to the purchase price payable by the Sellers to the Original Buyer under Clause 3 of the Intermediate MOA minus the Builder’s Instalment Amount, being an amount equal to US$18,477,318 (the date which the Buyers are required to make such deposit shall be referred to in this Agreement as “Prepositioning Date B”). Such deposit shall be made on an unallocated basis with a SWIFT MT103 and a SWIFT MT199 in a form to be agreed (the agreed form of the SWIFT MT199 shall be referred to as the “Original Buyer’s Portion SWIFT Payment Instructions”). The Original Buyer’s Portion SWIFT Payment Instructions shall set out irrevocable conditional release instructions to the Original Buyer’s Bank that the amount so deposited shall be transferable and payable to an account in the name of the Original Buyer (the “Original Buyer’s Account”) with the Original Buyer’s Bank against presentation to the Original Buyer’s Bank a copy of a protocol of delivery and acceptance duly signed by the respective authorised representatives of the Original Buyer and the Sellers and duly countersigned by the authorised representative of the Buyers. The Sellers hereby irrevocably order the Original Buyer’s Portion to be paid, in accordance with the Original Buyer’s order for application of the Sellers’ corresponding obligation to make payment of the corresponding amount to the Original Buyer under Clause 3 of the Intermediate MOA, into the Original Buyer’s Account to the credit of the Original Buyer. (cc) The Buyers shall, at least two (2) Banking Days prior to the Scheduled Delivery Date of the Vessel (the date which the Buyers are required to make such deposit shall be referred to in this Agreement as “Prepositioning Date C”, together with Prepositioning Date A and Prepositioning Date B, the “Prepositioning Dates”), deposit with the Sellers’ Bank an amount (the “Sellers’ Portion”) equivalent to the excess (if any) of the Purchase Price less the Builder’s Instalment Amount and the Original Buyer’s Portion and the other deductions described above. Such deposit shall be made on an unallocated basis with a SWIFT MT103 and a SWIFT MT199 in a form to be agreed (the agreed form of the SWIFT MT 199 shall be referred to as “Sellers’ Portion SWIFT Payment Instructions”). The Sellers’ Portion SWIFT Payment Instructions shall set out irrevocable conditional release instructions to the Sellers’ Bank that the amount so deposited shall be transferable and payable to an account in the name of the Sellers with the Sellers’ Bank against presentation to the Sellers’ Bank a copy of the protocol of delivery and acceptance duly signed by the respective authorised representatives of the Sellers and the Buyers (the “Protocol of Delivery and Acceptance”). (c) Interest at the rate which is the aggregate of the LIBOR rate that would be applicable to the first Hire Period under the Bareboat Charter (assuming delivery on the Scheduled Delivery Date) plus three point two per cent (3.20%) per annum (the “Remittance Interest”) shall be payable by the Sellers to the Buyers in respect of the Builder’s Instalment Amount, the Original Buyer’s Portion and the Sellers’ Portion and be calculated as follows: (i) in the event that the Vessel is delivered to the Buyers on the Delivery Date, accrue as of (and including) the relevant Prepositioning Date up to (but excluding) the Delivery Date; and (ii) in the event that the Vessel is not delivered to the Buyers on the Delivery Date, accrue as of the relevant Prepositioning Date up to the date that each such prepositioned amount is returned by the Builder’s Bank or the Original Buyer’s

3 Bank or the Sellers’ Bank (as the case may be) to the Buyers in accordance with the Builder’s Instalment Amount SWIFT Payment Instructions or the Original Buyer’s Portion SWIFT Payment Instructions or the Sellers’ Portion SWIFT Payment Instructions (as the case may be) (all such dates inclusive). The Sellers shall pay to the Buyers the applicable amount of Remittance Interest as notified by the Buyers to the Sellers within three (3) Banking Days of the Buyers’ demand. (d) The Sellers shall procure that any other amounts payable to the Builder under the Building Contract on delivery other than the Delivery Instalment are paid to the Builder by the Sellers or the Original Buyer (including but not limited to the costs of bunkers and lubricants and any extras) on or before delivery. CLAUSE 20 - CONDITIONAL ON DELIVERY UNDER THE BAREBOAT CHARTER The Buyers’ obligation to purchase the Vessel under Clause 19 is conditional upon the simultaneous delivery to and acceptance by the Buyers as bareboat charterer of the Vessel in accordance with the terms of the Bareboat Charter and subject to there being no Termination Event having occurred or which would occur as a result of the performance by the Sellers and Buyers of their respective obligations under this Agreement. CLAUSE 21 - CONDITION OF VESSEL The Sellers hereby acknowledge that with respect to the sale and purchase of the Vessel under Clause 19, the Buyers are relying on the Sellers in all respects to check all matters concerning the Vessel, including its safety, condition, quality and fitness for purposes and delivery of the Vessel as per the Intermediate MOA and the Building Contract. CLAUSE 22 - REPRESENTATIONS AND WARRANTIES OF SELLERS (a) The Sellers represent and warrant to the Buyers on the date hereof that the following instalments payable under the Building Contract have been paid to the Builder and that as at the date of this Agreement, no other instalments of the Building Contract Price and no other amount is due from the Original Buyer to the Builder under the terms of the Building Contract (save for the Builder’s Instalment Amount to be financed by the Buyers pursuant to Clause 19(b)(iii)(aa) and the costs of bunkers, lubricants and extras to be settled in accordance with Clause 19(d)): (i) the first instalment of the Building Contract Price payable under Article X paragraph 2(a) of the Building Contract in the amount of US$17,817,526; and (ii) the second instalment of the Building Contract Price payable under Article X paragraph 2(b) of the Building Contract in the amount of US$35,635,052. (b) The Sellers represent and warrant to the Buyers on the date hereof and further as at the Delivery Date that: (i) None of the Sellers or any member of the Charter Group: (aa) is a Prohibited Person; (bb) is owned or controlled by or acting directly or indirectly on behalf of or for the benefit of, a Prohibited Person; (cc) owns or controls a Prohibited Person; or

4 (dd) has a Prohibited Person serving as a director, officer or, to the best of the Sellers’ knowledge, employee. (ii) No part of the Purchase Price nor the Vessel shall be made available, directly or indirectly, to or for the benefit of a Prohibited Person nor shall they be otherwise directly or indirectly, applied in a manner or for a purpose prohibited by Sanctions. CLAUSE 23 – DOCUMENTATION (a) As conditions precedent to the Buyers’ deposit of the Builder’s Instalment Amount, the Original Buyer’s Portion and Sellers’ Portion (if applicable), not later than three (3) Banking Days prior to the relevant Prepositioning Date (or such earlier date as may be stated therein), the Sellers shall provide the Buyers with the documents set out in Part A of Schedule 1 in form and substance reasonably satisfactory to the Buyers. (b) As conditions precedent to the Buyers’ countersigning of the Protocol of Delivery and Acceptance and the Buyers’ payment of the Sellers’ Portion simultaneously with the delivery and registration of the Vessel in the Flag State, the Sellers shall provide the Buyers with the documents set out in Part B of Schedule 1 in form and substance reasonably satisfactory to the Buyers. CLAUSE 24 – PHYSICAL PRESENCE If the Flag State requires the Buyers to have a physical presence or office in the jurisdiction of such Flag State, all fees, costs and expenses arising out of or in connection with the establishment and maintenance of such physical presence or office by the Buyers shall be borne by the Sellers. CLAUSE 25 – INDEMNITIES (a) In consideration of the Buyers agreeing to and/or paying part of the Purchase Price under the terms of this Agreement, the Sellers shall indemnify and pay such amounts to the Buyers in respect of all costs, claims, expenses, liabilities, losses, damages and fees (including but not limited to any legal fees, vessel registration and tonnage fees) suffered or incurred by or imposed on the Buyers arising from this Agreement or in connection with the Delivery, registration, purchase and inspection of the Vessel by the Buyers whether prior to, during or after termination of this Agreement or in connection with or resulting from the occurrence of a Termination Event or the funding of the Builder’s Instalment Amount, the Original Buyer’s Portion and Sellers’ Portion (including but not limited to the event that the Builder’s Instalment Amount and/or the Original Buyer’s Portion and/or Sellers’ Portion have been deposited in accordance with Clause 19(b)(iii)(aa) and/or Clause 19(b)(iii)(bb) and/or Clause 19(b)(iii)(cc) but not released in accordance with the Builder’s Instalment Amount SWIFT Payment Instructions and/or the Original Buyer’s Portion SWIFT Payment Instructions and/or the Sellers’ Portion SWIFT Payment Instructions for any reason whatsoever other than as a direct and sole result of the Buyers’ gross negligence or wilful misconduct), and whether or not the Vessel is in the possession of or the control of the Sellers or otherwise. (b) Notwithstanding anything to the contrary herein, the indemnities provided by the Sellers shall be provided in favour of the Buyers and shall continue in full force and effect notwithstanding any breach of the terms of this Agreement or termination of this Agreement pursuant to the terms hereof. CLAUSE 26 – ACCESS TO INFORMATION AND INSPECTION (a) The Buyers shall be entitled to request:

5 (i) such information that they may reasonably require in relation to the construction of the Vessel and the status of such construction or otherwise in connection with the Building Contract; and (ii) copies of documentation held by the Sellers and/or the Original Buyer relating to the construction of the Vessel, and the Sellers shall promptly provide or procure the Original Buyer promptly provide such information and documentation to the Buyers. CLAUSE 27 – NOTICE, TIME AND PLACE OF DELIVERY (a) The Vessel shall be presented for Delivery moored at the Builder’s shipyard or otherwise in accordance with the Building Contract and shall be delivered by the Sellers to the Buyers contemporaneously with the delivery by the Builder of the Vessel to the Original Buyer in accordance with the Building Contract and the delivery by the Original Buyer of the Vessel to the Sellers in accordance with the Intermediate MOA on the Delivery Date. (b) The Delivery shall be required to take place on or before the Cancelling Date. (c) Without prejudice to paragraph (d) below, the Sellers shall at all times keep the Buyers informed of the Vessel’s construction progress as received by the Sellers from the Original Buyer under the Intermediate MOA who has received the same from the Builder under the Building Contract being thirty (30), fifteen (15) and three (3) days’ notice of the intended Delivery Date and of the intended place of delivery. Without prejudice to the above, the Sellers shall promptly update and procure the Original Buyers promptly update the Buyers as to any changes to the intended Delivery Date or the intended place of delivery. (d) The Sellers shall submit a duly signed Payment Notice to the Buyers at least three (3) Banking Days prior to Prepositioning Date A. CLAUSE 28 – NOTICES (a) Any notice, certificate, demand or other communication to be served, given, made or sent under or in relation to this Agreement shall be in English and in writing and (without prejudice to any other valid method or giving, making or sending the same) shall be deemed sufficiently given or made or sent if sent by registered post or by email to the following respective address:

6 (A) to the Buyers: c/o China Huarong Shipping Financial Leasing Company Limited Room 6006, 6th Floor, No. 15 Second East Zhongshan Road, Shanghai, China, 200002 Attention: Jones Cao Jiong/Harold Han Zhenpeng/Li Yishan Tel: +86(0)21 63268756 Fax: +86(0)21 63268783 Email: caojiong@hrflc.com hanzhenpeng@hrflc.com liyishanc@hrflc.com (B) to the Sellers: Flex LNG Amber Limited c/o Flex LNG Management AS Bryggegata 3 0250 Oslo, Norway Attention: Chief Financial Officer Email: finance@flexlng.com or, if a party hereto changes its address or email address, to such other address (or email address) as that party may notify to the other. CLAUSE 29 – NO WAIVER OF RIGHTS (a) No neglect, delay, omission or indulgence on the part of the Buyers in enforcing the terms and conditions of this Agreement shall prejudice the strict rights of the Buyers or be construed as a waiver thereof nor shall any single or partial exercise of any right of either party preclude any other or further exercise thereof. (b) No right or remedy conferred upon the Buyers by this Agreement shall be exclusive of any other right or remedy provided for herein or by law and all such rights and remedies shall be cumulative. CLAUSE 30 – NO SET-OFF OR TAX DEDUCTION (a) Any payment made by the Sellers to the Buyers under this Agreement shall be paid: (i) without any form of set-off, cross-claim or condition; and (ii) free and clear of any tax deduction or withholding unless required by law. (b) Without prejudice to paragraph (a) of this Clause, if the Buyers are required by law to make a tax deduction from any payment: (i) the Buyers shall notify the Sellers as soon as they become aware of the requirement; and (ii) the Buyers shall make such tax deduction without any obligation to increase the amount payable. (c) In this Clause, “tax deduction” means any deduction or withholding for or on account of any present or future tax.

7 CLAUSE 31 – ASSIGNMENT AND TRANSFER (a) The Sellers shall not assign or transfer (whether by novation or otherwise) their rights and/or obligations under this Agreement except with the Buyers’ prior written consent. (b) The Buyers shall not assign or transfer (whether by novation or otherwise) any of their rights under this Agreement without the prior written consent of the Sellers (not to be unreasonably withheld), following which the Sellers shall execute such documents and do all such things as reasonably required by the Buyers to facilitate or effect such assignment or transfer. CLAUSE 32 - MISCELLANEOUS (a) If, at any time, any provision of this Agreement is or becomes illegal, invalid or unenforceable in any respect under any law of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions under the law of that jurisdiction nor the legality, validity or enforceability of such provision under the law of any other jurisdiction will in any way be affected or impaired. (b) The Sellers waive any rights of sovereign immunity which they or any of their properties may enjoy in any jurisdiction and subjects itself to civil and commercial law with respect to their obligations under this Agreement. (c) No term of this Agreement is enforceable under the Contracts (Rights of Third Parties) Act 1999 by a person who is not a party to this Agreement. (d) This Agreement may be executed in any number of counterparts, and this has the same effect as if the signatures on the counterparts were on a single copy of this Agreement or that Transaction Document, as the case may be. CLAUSE 33 – GOVERNING LAW AND JURISDICTION (a) This Agreement, and any non-contractual obligations arising out of or in connection with it, are governed by English law. (b) Any dispute arising out of or in connection with this Agreement (including a dispute regarding the existence, validity or termination of this Agreement or any non-contractual obligation arising out of or in connection with this Agreement) (a “Dispute”) shall be referred to arbitration in London in accordance with the Arbitration Act 1996 or any statutory modification or re-enactment thereof save to the extent necessary to give effect to the provisions of this Clause. (c) The arbitration shall be conducted in accordance with the London Maritime Arbitrators Association (LMAA) Terms current at the time when the arbitration proceedings are commenced. The reference shall be to three arbitrators. A Party wishing to refer to Dispute to arbitration shall appoint its arbitrator and send notice of such appointment in writing to the other Party requiring the other Party to appoint its own arbitrator within 14 calendar days of that notice and stating that it will appoint its arbitrator as sole arbitrator unless the other Party appoints its own arbitrator and give notice that it has done so within the 14 days specified. If the other Party does not appoint its own arbitrator and give notice that it has done so within the 14 days specified, the Party referring a Dispute to arbitration may, without the requirement of any further prior notice to the other Party, appoint its arbitrator as sole arbitrator and shall advise the other Party accordingly. The award of a sole arbitrator shall be binding on both Parties as if he had been appointed by agreement. Nothing herein shall prevent the Parties agreeing in writing to vary these provisions to provide for the appointment of a sole arbitrator.

8 (d) In cases where neither the claim nor any counterclaim exceeds the sum of US$50,000 (or such other sum as the Parties may agree) the arbitration shall be conducted in accordance with the LMAA Small Claims Procedure current at the time when the arbitration proceedings are commenced. CLAUSE 34 – DEFINITIONS Unless otherwise specified hereunder, capitalised terms in this Agreement shall have the same meaning as in the Bareboat Charter: “Banking Days” means any day other than a Saturday and Sunday, on which banks and financial markets are open for business in Hong Kong, Shanghai, Oslo, Seoul and New York and on a day when LIBOR is calculated, London, such due date shall fall due upon the first following day on which banks in the above jurisdiction are open for business. “Bareboat Charter” means the bareboat charterparty in respect of the Vessel dated on or about the date hereof and entered into between the Buyers as owner and the Sellers as bareboat charterer. “Bareboat Charterer” means the Sellers acting in their capacity as bareboat charterer of the Vessel. “Builder” means Hyundai Samho Heavy Industries Co., Ltd., a company incorporated and existing under the laws of the Republic of Korea, having its registered office at 93, Daebul-Ro, Samho-Eup, Yeongam-Gun, Jeollanam-Do, Korea. “Builder’s Account” shall have the meaning ascribed thereto under Clause 19(b)(iii)(aa). “Builder’s Bank” means The Export–Import Bank of Korea or such other bank to which the delivery instalment of the contract price of the Vessel is payable under the terms of the Building Contract as the Builder may advise and which is acceptable to the Buyers. “Builder’s Instalment Amount” shall have the meaning ascribed thereto under Clause 19(b)(iii)(aa). “Builder’s Instalment Amount SWIFT Payment Instructions” shall have the meaning ascribed thereto under Clause 19(b)(iii)(aa). “Building Contract” means the shipbuilding contract in respect of the Vessel dated 6 March 2018 made between the Builder and the Original Buyers, as amended, modified and supplemented from time to time. “Building Contract Price” means the price payable by the Original Buyer to the Builder for the Vessel as stated under Article II of the Building Contract, being US$182,175,260 as at the date of this Agreement and subject to such adjustment from time to time in accordance with the terms of the Building Contract. “Cancelling Date” means 31 December 2020 or such later date as may be agreed by the Buyers acting in their discretion. “Delivery” means the passing of the legal and beneficial interest in the Vessel from the Sellers to the Buyers pursuant to the terms of this Agreement. “Delivery Date” means the date on which Delivery occurs. “Dispute” shall have the meaning ascribed thereto under Clause 33(b).

9 “Dollars” and “US$” mean the lawful currency, for the time being, of the United States of America. “Flag State” means the Republic of Marshall Islands or such flag state of the Vessel as may be agreed in writing by the Buyers and the Sellers. "Intermediate MOA" means the memorandum of agreement for the Vessel entered into between the Original Buyers and the Charterers dated 28 May 2018. "Original Buyer" means Sea America Inc., a corporation incorporated and existing under the laws of the Marshall Islands and having its registered address at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro MH 96960, Marshall Islands. “Original Buyer’s Bank” means a bank designated by the Original Buyer, details of which are notified to the Buyers not less than five (5) Banking Days prior to Prepositioning Date B and the identity of which is acceptable to the Buyers. “Original Buyer’s Portion” shall have the meaning ascribed thereto under Clause 19(b)(iii)(bb). “Original Buyer’s Portion SWIFT Payment Instructions” shall have the meaning ascribed thereto under Clause 19(b)(iii)(bb). “Original Financial Statements” means the audited financial statements of the Charter Guarantor for the financial year ended 31 December 2019. “Payment Notice” means the form to be submitted by the Sellers to the Buyers to request for the Buyers’ payment of the Purchase Price, which shall be in the form set out in Schedule 2 and which shall be signed by at least one officer or authorised attorney of the Sellers. “Prepositioning Date” shall have the meaning ascribed thereto under Clause 19(b)(iii). “Prepositioning Date A” shall have the meaning ascribed thereto under Clause 19(b)(iii). “Prepositioning Date B” shall have the meaning ascribed thereto under Clause 19(b)(iii). “Prepositioning Date C” shall have the meaning ascribed thereto under Clause 19(b)(iii). “Protocol of Delivery and Acceptance” shall have the meaning ascribed thereto under with Clause 19(b)(iii)(cc). “Purchase Price” means US$206,500,000. “Remittance Interest” shall have the meaning ascribed thereto under Clause 19(c). “Scheduled Delivery Date” means the date of delivery of the Vessel set out in the Payment Notice to be sent to the Buyers in accordance with Clause 27(c) of this Agreement. “Sellers’ Bank” means a bank designated by the Sellers, details of which are notified to the Buyers not less than five (5) Banking Days prior to Prepositioning Date B and the identity of which is acceptable to the Buyers. “Sellers’ Portion” shall have the meaning ascribed thereto under Clause 19(b)(iii)(cc). “Sellers’ Portion SWIFT Payment Instructions” shall have the meaning ascribed thereto under Clause 19(b)(iii)(cc).

10 “Upfront Fee” means the non-refundable upfront fee in an amount equal to one (1) per cent. (1%) of the Actual Owners’ Costs which shall be payable by the Charterers under Clause 55(c) of the Bareboat Charter.

11 SCHEDULE 1 PART A CONDITIONS PRECEDENT TO BUYERS’ DEPOSIT OF BUILDER’S INSTALMENT AMOUNT, ORIGINAL BUYER’S PORTION AND SELLERS’ PORTION 1 Corporate Authority 1.1 A copy of the constitutional documents of each Obligor to a Transaction Document. 1.2 If required, a copy of the resolutions of the board of directors (or equivalent) of each Obligor to a Transaction Document: (a) approving the terms of, and the transactions contemplated by, the Transaction Documents to which it is a party and resolving that it execute the Transaction Documents to which it is a party; (b) authorizing a specified person or persons to execute the Transaction Documents to which it is a party on its behalf; and (c) authorising a specified person or persons, on its behalf, to sign and/or dispatch all documents and notices to be signed and/or dispatched by it under, or in connection with, the Transaction Documents to which it is a party. 1.3 If required, an original of the power of attorney of any party to a Transaction Document authorising a specified person or persons to execute the Transaction Documents to which it is a party. 1.4 If required, a specimen of the signature of each person authorized by the resolution referred to in paragraph 1.2 above. 1.5 If required, a copy of the resolutions signed by all the holder(s) of the issued shares of any Obligor, approving the terms of, and the transactions contemplated by such Transaction Document. 1.6 A certificate of an officer or authorized signatory of each Obligor to a Transaction Document to a Transaction certifying that each copy document relating to it specified in this Schedule 1 Part A is correct, complete and in full force and effect as at a date no earlier than the date of this Agreement. 2 Documents 2.1 Copies of the executed Building Contract and Intermediate MOA. 2.2 Duly executed copies of each Transaction Document (except the Charterers’ Assignment, the Managers’ Undertaking and the Sub-Charterers Assignment (if any)) and of each document to be delivered under each of them. 2.3 An written undertaking (in a form acceptable to Buyers) has been provided to the Buyers by the Sellers and the Original Buyers that they will not date and time the protocols of

12 delivery under the Building Contract and Intermediate MOA without the prior written authorization of the Buyers to do so. 3 Legal opinions 3.1 An agreed form legal opinion of English legal advisers to the Buyers on such matters on the laws of England in relation to the Transaction Documents in a form acceptable to the Buyers. 3.2 An agreed form legal opinion by lawyers appointed by the Buyers on such matters in relation to the Transaction Documents covered concerning the laws of the Republic of the Marshall Islands and such other relevant jurisdictions as the Buyers may reasonably require, in a form acceptable to the Buyers. 4 Other documents and evidence 4.1 The Original Financial Statements. 4.2 Such evidence relating to an Obligor as the Buyers may reasonably require for their (or their financiers) to be able to satisfy each of their “know your customer” or similar identification procedures in relation to the Transaction Documents. 4.3 A copy of any other consents, approvals, authorization or other document, opinion or assurance which the Buyers consider to be reasonably desirable in connection with the entry into and performance of the transactions contemplated by any of the documents listed in paragraph 2 of Schedule 1, Part A or for the validity and enforceability of such documents. 4.4 Such other documents as the Buyers may reasonably require by giving notice to the Sellers. 5 Building Contract Documents A copy, certified as true by an officer of the Sellers, of: (a) the telefax or email from the Builder referred to under Article X paragraph 2(b) of the Building Contract stating that steel cutting of the Vessel has completed; and (b) of the telefax or email from the Builder to the Sellers as referred to under Article X paragraph 3 of the Building Contract requesting payment of the three and fourth instalments under Article X paragraphs 2(c) and 2(d) of the Building Contract. 6 Evidence of payment of previous instalments under the Building Contract Evidence satisfactory to the Buyers that the Sellers have paid and the Builder has received in full all of the first and second instalments (such aggregate amount being US$53,452,578 as at the date of this Agreement) payable under respectively paragraphs 2(a) and 2(b) of Article X of the Building and that all other outstanding amounts (if any) due under the Building Contract have been or will be settled prior to or at the time of delivery of the Vessel under the Building Contract (save for the Builder’s Instalment Amount to be financed by the Buyers pursuant to Clause 19(b)(iii)(aa)). 7 Payment of fees

13 Evidence that the Upfront Fee (unless the same will be deducted from the Purchase Price) and all other fees, costs and expenses then due from the Sellers to the Buyers under the Transaction Documents (except legal fees) have been paid and received by the Buyers. 8 Other documents and evidence Such other documents as the Buyers may reasonably require by giving notice to the Sellers.

14 PART B CONDITIONS PRECEDENT TO THE BUYERS’ COUNTERSIGNING OF PROTOCOL OF DELIVERY AND ACCEPTANCE AND PAYMENT OF SELLERS’ PORTION 1 Bringdown Certificate If required by legal counsel to the Buyers, a certificate of an authorized signatory of the Sellers certifying that each document which they are required to provide under Part A of Schedule 1 of this Agreement, as well as under Clause 36 of the Bareboat Charter, is correct, complete and in full force and effect as at the Delivery Date. 2 Vessel Documents in relation to Title 2.1 Documentary evidence that the Vessel is or will be: (a) definitively and permanently registered in the name of the Buyers under the Flag State; (b) in the absolute and unencumbered ownership of the Buyers; and (c) unconditionally delivered by the Builder to the Original Buyer and unconditionally onward delivered by the Original Buyer to the Sellers. 2.2 Bill of Sale recordable in the Flag State, transferring title of the Vessel in favour of the Buyers and stating that the Vessel is free from all mortgages, encumbrances and maritime liens or any other debts whatsoever, duly notarially attested and legalised or apostilled as required by the Flag State. 2.3 Protocol of delivery and acceptance signed by the Sellers in favour of the Buyers. 2.4 Any additional documents as may be required by the competent authorities of the Flag State for the purpose of registering the Vessel. 2.5 The delivery documents set out in Clause 8 of the MOA. 3 Conditions precedent under Bareboat Charter Fulfilment of the conditions of Clause 36 of the Bareboat Charter to the satisfaction of the Buyers (or waived, with or without conditions as the Buyers may require). 4 Payment of extras Documentary evidence that the Sellers have complied with the requirements set out under Clause 19(d)(ii).

15 SCHEDULE 2 FORM OF PAYMENT NOTICE To: [●] Date: [●] Memorandum of Agreement [●] (the “Agreement”) in relation to the ship with hull no. 2228 (the “Vessel”) We refer to the Agreement made between us in relation to the Vessel. This is the Payment Notice as defined in the Agreement. Capitalised terms in this Payment Notice have the meanings set out in the Agreement unless otherwise defined herein. We hereby request that: (a) the Builder’s Instalment Amount in an amount of US$[●] be paid on [●] by remitting such amount directly to the Builder’s Bank (account number [●]) and such payment shall be deemed satisfaction of your obligation under Clause 19(b)(iii)(aa) of the Agreement to make payment of such amount; (b) the Original Buyer’s Portion in an amount of US$[●] be paid on [●] by remitting such amount directly to the Original Buyer’s Bank (account number [●]) and such payment shall be deemed satisfaction of your obligation under Clause 19(b)(iii)(bb) of the Agreement to make payment of such amount; and (c) the Sellers’ Portion in an amount of US$[●] be paid on [●] by remitting such amount directly to the Sellers’ Bank (account number [●]) and such payment shall be deemed satisfaction of your obligation under Clause 19(b)(iii)(cc) of the Agreement to make payment of such amount. We further represent and warrant that: (d) the Building Contract and Intermediate MOA each remain in full force and effect, neither the Original Buyer nor the Builder are in breach of any of the terms of the Building Contract and neither the Original Buyer nor ourselves are in breach of any of the terms of the Intermediate MOA; and (e) no Termination Event or Potential Termination Event (each as defined in the Bareboat Charter) has occurred and there has been no breach of any obligation or undertaking in the Transaction Documents (as defined in the Bareboat Charter) which would, with the passing of time, constitute a Termination Event or Potential Termination Event (each as defined in the Bareboat Charter). Yours faithfully, _______________________________ Name: Title: for and on behalf of FLEX LNG AMBER LIMITED Date:

PART II BARECON 2001 Standard Bareboat Charter Copyright © 2001 BIMCO. All rights reserved. Any unauthorised copying, duplication, reproduction or distribution of this BIMCO SmartCon document will constitute an infringement of BIMCO’s copyright. Explanatory notes are available from BIMCO at www.bimco.org. First published in 1974 as BARECON A and B. Amalgamated and revised in 1989. Revised 2001. (a) Should the Vessel not be delivered latest by the cancelling date indicated in Box 15, the Charterers shall have the option of cancelling this Charter by giving the Owners notice of cancellation within thirty-six (36) running hours after the cancelling date stated in Box 15, failing which this Charter shall remain in full force and effect. (b) If it appears that the Vessel will be delayed beyond the cancelling date, the Owners may, as soon as they are in a position to state with reasonable certainty the day on which the Vessel should be ready, give notice thereof to the Charterers asking whether they will exercise their option of cancelling, and the option must then be declared within one hundred and sixty-eight (168) running hours of the receipt by the Charterers of such notice or within thirty-six (36) running hours after the cancelling date, whichever is the earlier. If the Charterers do not then exercise their option of cancelling, the seventh day after the readiness date stated in the Owners’ notice shall be substituted for the cancelling date indicated in Box 15 for the purpose of this Clause 5. (c) Cancellation under this Clause 5 shall be without prejudice to any claim the Charterers may otherwise have on the Owners under this Charter. 6. Trading Restrictions The Vessel shall be employed in lawful trades for the carriage of suitable lawful merchandise within the trading limits indicated in Box 20. The Charterers undertake not to employ the Vessel or suffer the Vessel to be employed otherwise than in conformity with the terms of the contracts of insurance (including any warranties expressed or implied therein) without first obtaining the consent of the insurers to such employment and complying with such requirements as to extra premium or otherwise as the insurers may prescribe. The Charterers also undertake not to employ the Vessel or suffer her employment in any trade or business which is forbidden by the law of any country to which the Vessel may sail or is otherwise illicit or in carrying illicit or prohibited goods or in any manner whatsoever which may render her liable to condemnation, destruction, seizure or confiscation. Notwithstanding any other provisions contained in this Charter it is agreed that nuclear fuels or radioactive products or waste are specifically excluded from the cargo permitted to be loaded or carried under this Charter. This exclusion does not apply to radio-isotopes used or intended to be used for any industrial, commercial, agricultural, medical or scientific purposes provided the Owners’ prior approval has been obtained to loading thereof. 7. Surveys on Delivery and Redelivery (not applicable when Part III applies, as indicated in Box 37) The Owners and Charterers shall each appoint surveyors for the purpose of determining and agreeing in writing the condition of the Vessel at the time of delivery and redelivery hereunder. The Owners shall bear all expenses of the On-hire Survey including loss of time, if any, and the Charterers shall bear all expenses of the Off-hire Survey including loss of time, if any, at the daily equivalent to the rate of hire or pro rata thereof. 8. Inspection - See Additional Clause 48 regarding Inspection of Vessel and inspection reports The Owners shall have the right at any time after giving reasonable notice to the Charterers to inspect or survey the Vessel or instruct a duly authorised surveyor to carry out such survey on their behalf: (a) to ascertain the condition of the Vessel and satisfy themselves that the Vessel is being properly repaired and maintained. The costs and fees for such inspection or survey shall be paid by the Owners unless the Vessel is found to require repairs or maintenance in order to achieve the condition so provided; (b) in dry-dock if the Charterers have not dry-docked Her in accordance with Clause 10(g). The costs and fees for such inspection or survey shall be paid by the Charterers; and (c) for any other commercial reason they consider necessary (provided it does not unduly interfere with the commercial operation of the Vessel). The costs and fees for such inspection and survey shall be paid by the

PART II BARECON 2001 Standard Bareboat Charter Copyright © 2001 BIMCO. All rights reserved. Any unauthorised copying, duplication, reproduction or distribution of this BIMCO SmartCon document will constitute an infringement of BIMCO’s copyright. Explanatory notes are available from BIMCO at www.bimco.org. First published in 1974 as BARECON A and B. Amalgamated and revised in 1989. Revised 2001. Owners. All time used in respect of inspection, survey or repairs shall be for the Charterers’ account and form part of the Charter Period. The Charterers shall also permit the Owners to inspect the Vessel’s log books whenever requested and shall whenever required by the Owners furnish them with full information regarding any casualties or other accidents or damage to the Vessel. 9. Inventories, Oil and Stores A complete inventory of the Vessel’s entire equipment, outfit including spare parts, appliances and of all consumable stores on board the Vessel shall be made by the Charterers in conjunction with the Owners on delivery and again on redelivery of the Vessel. See also Additional Clause 37 (Bunkers and Luboils). The Charterers and the Owners, respectively, shall at the time of delivery and redelivery take over and pay for all bunkers, lubricating oil, unbroached provisions, paints, ropes and other consumable stores (excluding spare parts) in the said Vessel at the then current market prices at the ports of delivery and redelivery, respectively. The Charterers shall ensure that all spare parts listed in the inventory and used during the Charter Period are replaced at their expense prior to redelivery of the Vessel. 10. Maintenance and Operation (a) (i) Maintenance and Repairs - During the Charter Period the Vessel shall be in the full possession and at the absolute disposal for all purposes of the Charterers and under their complete control in every respect. The Charterers shall maintain the Vessel, her machinery, boilers, appurtenances and spare parts in a good state of repair, in efficient operating condition and in accordance with good commercial maintenance practice and, except as provided for in Clause 14(l), if applicable, at their own expense they shall at all times keep the Vessel’s Class fully up to date with the Classification Society indicated in Box 10 and maintain all other necessary certificates in force at all times. (ii) New Class and Other Safety Requirements - In the event of any improvement, structural changes or new equipment becoming necessary for the continued operation of the Vessel by reason of new class requirements or by compulsory legislation costing (excluding the Charterers’ loss of time) more than the percentage stated in Box 23, or if Box 23 is left blank, 5 per cent of the Vessel’s insurance value as stated in Box 29, then the extent, if any, to which the rate of hire shall be varied and the ratio in which the cost of compliance shall be shared between the parties concerned in order to achieve a reasonable distribution thereof as between the Owners and the Charterers having regard, inter alia, to the length of the period remaining under this Charter shall, in the absence of agreement, be referred to the dispute resolution method agreed in Clause 30. (iii) Financial Security - The Charterers shall maintain financial security or responsibility in respect of third party liabilities as required by any government, including federal, state or municipal or other division or authority thereof, to enable the Vessel, without penalty or charge, lawfully to enter, remain at, or leave any port, place, territorial or contiguous waters of any country, state or municipality in performance of this Charter without any delay. This obligation shall apply whether or not such requirements have been lawfully imposed by such government or division or authority thereof. The Charterers shall make and maintain all arrangements by bond or otherwise as may be necessary to satisfy such requirements at the Charterers’ sole expense and the Charterers shall indemnify the Owners against all consequences whatsoever (including loss of time) for any failure or inability to do so. (b) Operation of the Vessel - The Charterers shall at their own expense and by their own procurement man, victual, navigate, operate, supply, fuel and, whenever required, repair the Vessel during the Charter Period and they shall pay all charges and expenses of every kind and nature whatsoever incidental to their use and operation of the Vessel under this Charter, including annual flag state fees and any foreign general municipality and/or state taxes. The Master, officers and crew of the Vessel shall be the servants of the Charterers for all purposes whatsoever, even if for any reason appointed by the Owners. Charterers shall comply with the regulations regarding officers and crew in force in the country of the Vessel’s flag or any other applicable law.

PART II BARECON 2001 Standard Bareboat Charter Copyright © 2001 BIMCO. All rights reserved. Any unauthorised copying, duplication, reproduction or distribution of this BIMCO SmartCon document will constitute an infringement of BIMCO’s copyright. Explanatory notes are available from BIMCO at www.bimco.org. First published in 1974 as BARECON A and B. Amalgamated and revised in 1989. Revised 2001. (c) The Charterers shall keep the Owners and the mortgagee(s) advised of the intended employment, planned dry- docking and major repairs of the Vessel, as reasonably required. See also Additional Clause 57 (Operational notifiable Events). (d) Flag and Name of Vessel – During the Charter Period, the Charterers shall have the liberty to paint the Vessel in their own colours, install and display their funnel insignia and fly their own house flag. The Charterers shall also have the liberty, with the Owners’ consent, which shall not be unreasonably withheld, to change the flag and/or the name of the Vessel during the Charter Period. Painting and re-painting, instalment and re-instalment, registration and re-registration, if required by the Owners, shall be at the Charterers’ expense and time.See also Additional Clause 39 (Structural changes and alterations) and Additional Clause 50 (Name of Vessel). (e) Changes to the Vessel – Subject to Clause 10(a)(ii), the Charterers shall make no structural changes in the Vessel or changes in the machinery, boilers, appurtenances or spare parts thereof without in each instance first securing the Owners’ approval thereof. If the Owners so agree, the Charterers shall, if the Owners so require, restore the Vessel to its former condition before the termination of this Charter. (f) Use of the Vessel’s Outfit, Equipment and Appliances - The Charterers shall have the use of all outfit, equipment, and appliances on board the Vessel at the time of delivery, provided the same or their substantial equivalent shall be returned to the Owners on redelivery in the same good order and condition as when received, ordinary wear and tear excepted. The Charterers shall from time to time during the Charter Period replace such items of equipment as shall be so damaged or worn as to be unfit for use. The Charterers are to procure that all repairs to or replacement of any damaged, worn or lost parts or equipment be effected in such manner (both as regards workmanship and quality of materials) as not to diminish the value of the Vessel. The Charterers have the right to fit additional equipment at their expense and risk but title to such additional equipment shall be deemed to have passed to the Owners immediately upon such fitting and the Charterers shall remove such equipment at the end of the period if requested by the Owners. Any equipment including radio equipment on hire on the Vessel at time of delivery shall be kept and maintained by the Charterers and the Charterers shall assume the obligations and liabilities of the Owners under any lease contracts in connection therewith and shall reimburse the Owners for all expenses incurred in connection therewith, also for any new equipment required in order to comply with radio regulations. (g) Periodical Dry-Docking - The Charterers shall dry-dock the Vessel and clean and paint her underwater parts whenever the same may be necessary, but not less than once during the period stated in Box 19 or, if Box 19 has been left blank, every sixty (60) calendar months after delivery or such other period as may be required by the Classification Society or flag state. 11. Hire - See Additional Clause 40 (Hire) (a) The Charterers shall pay hire due to the Owners punctually in accordance with the terms of this Charter in respect of which time shall be of the essence. (b) The Charterers shall pay to the Owners for the hire of the Vessel a lump sum in the amount indicated in Box 22 which shall be payable not later than every thirty (30) running days in advance, the first lump sum being payable on the date and hour of the Vessel’s delivery to the Charterers. Hire shall be paid continuously throughout the Charter Period. (c) Payment of hire shall be made in cash without discount in the currency and in the manner indicated in Box 25 and at the place mentioned in Box 26. (d) Final payment of hire, if for a period of less than thirty (30) running days, shall be calculated proportionally according to the number of days and hours remaining before redelivery and advance payment to be effected accordingly. (e) Should the Vessel be lost or missing, hire shall cease from the date and time when she was lost or last heard of. The date upon which the Vessel is to be treated as lost or missing shall be ten (10) days after the Vessel was last reported or when the Vessel is posted as missing by Lloyd’s, whichever occurs first. Any hire paid in advance to be adjusted accordingly. (f) Any delay in payment of hire shall entitle the Owners to interest at the rate per annum as agreed in Box 24. If

PART II BARECON 2001 Standard Bareboat Charter Copyright © 2001 BIMCO. All rights reserved. Any unauthorised copying, duplication, reproduction or distribution of this BIMCO SmartCon document will constitute an infringement of BIMCO’s copyright. Explanatory notes are available from BIMCO at www.bimco.org. First published in 1974 as BARECON A and B. Amalgamated and revised in 1989. Revised 2001. Box 24 has not been filled in, the three months Interbank offered rate in London (LIBOR or its successor) for the currency stated in Box 25, as quoted by the British Bankers’ Association (BBA) on the date when the hire fell due, increased by 2 per cent, shall apply. (g) Payment of interest due under sub-clause 11(f) shall be made within seven (7) running days of the date of the Owners’ invoice specifying the amount payable or, in the absence of an invoice, at the time of the next hire payment date. 12. Mortgage - See Additional Clause 45 (Owners' mortgage) and Additional Clause 48(n) (Further assurance) (only to apply if Box 28 has been appropriately filled in) (a)* The Owners warrant that they have not effected any mortgage(s) of the Vessel and that they shall not effect any mortgage(s) without the prior consent of the Charterers, which shall not be unreasonably withheld. (b)* The Vessel chartered under this Charter is financed by a mortgage according to the Financial Instrument. The Charterers undertake to comply, and provide such information and documents to enable the Owners to comply, with all such instructions or directions in regard to the employment, insurances, operation, repairs and maintenance of the Vessel as laid down in the Financial Instrument or as may be directed from time to time during the currency of the Charter by the mortgagee(s) in conformity with the Financial Instrument. The Charterers confirm that, for this purpose, they have acquainted themselves with all relevant terms, conditions and provisions of the Financial Instrument and agree to acknowledge this in writing in any form that may be required by the mortgagee(s). The Owners warrant that they have not effected any mortgage(s) other than stated in Box 28 and that they shall not agree to any amendment of the mortgage(s) referred to in Box 28 or effect any other mortgage(s) without the prior consent of the Charterers, which shall not be unreasonably withheld. *(Optional, Clauses 12(a) and 12(b) are alternatives; indicate alternative agreed in Box 28). 13. Insurance and Repairs - See Additional Clause 41 (Insurance) (a) During the Charter Period the Vessel shall be kept insured by the Charterers at their expense against hull and machinery, war and Protection and Indemnity risks (and any risks against which it is compulsory to insure for the operation of the Vessel, including maintaining financial security in accordance with sub-clause 10(a)(iii)) in such form as the Owners shall in writing approve, which approval shall not be unreasonably withheld. Such insurances shall be arranged by the Charterers to protect the interests of both the Owners and the Charterers and the mortgagee(s) (if any), and the Charterers shall be at liberty to protect under such insurances the interests of any managers they may appoint. Insurance policies shall cover the Owners and the Charterers according to their respective interests. Subject to the provisions of the Financial Instrument, if any, and the approval of the Owners and the insurers, the Charterers shall effect all insured repairs and shall undertake settlement and reimbursement from the insurers of all costs in connection with such repairs as well as insured charges, expenses and liabilities to the extent of coverage under the insurances herein provided for. The Charterers also to remain responsible for and to effect repairs and settlement of costs and expenses incurred thereby in respect of all other repairs not covered by the insurances and/or not exceeding any possible franchise(s) or deductibles provided for in the insurances. All time used for repairs under the provisions of sub-clause 13(a) and for repairs of latent defects according to Clause 3(c) above, including any deviation, shall be for the Charterers’ account. (b) If the conditions of the above insurances permit additional insurance to be placed by the parties, such cover shall be limited to the amount for each party set out in Box 30 and Box 31, respectively. The Owners or the Charterers as the case may be shall immediately furnish the other party with particulars of any additional insurance effected, including copies of any cover notes or policies and the written consent of the insurers of any such required insurance in any case where the consent of such insurers is necessary. (c) The Charterers shall upon the request of the Owners, provide information and promptly execute such documents

PART II BARECON 2001 Standard Bareboat Charter Copyright © 2001 BIMCO. All rights reserved. Any unauthorised copying, duplication, reproduction or distribution of this BIMCO SmartCon document will constitute an infringement of BIMCO’s copyright. Explanatory notes are available from BIMCO at www.bimco.org. First published in 1974 as BARECON A and B. Amalgamated and revised in 1989. Revised 2001. as may be required to enable the Owners to comply with the insurance provisions of the Financial Instrument. (d) Subject to the provisions of the Financial Instrument, if any, should the Vessel become an actual, constructive, compromised or agreed total loss under the insurances required under sub-clause 13(a), all insurance payments for such loss shall be paid to the Owners who shall distribute the moneys between the Owners and the Charterers according to their respective interests. The Charterers undertake to notify the Owners and the mortgagee(s), if any, of any occurrences in consequence of which the Vessel is likely to become a total loss as defined in this Clause. (e) The Owners shall upon the request of the Charterers, promptly execute such documents as may be required to enable the Charterers to abandon the Vessel to insurers and claim a constructive total loss. (f) For the purpose of insurance coverage against hull and machinery and war risks under the provisions of sub- clause 13(a), the value of the Vessel is the sum indicated in Box 29. 14. Insurance, Repairs and Classification (Optional, only to apply if expressly agreed and stated in Box 29, in which event Clause 13 shall be considered deleted). (a) During the Charter Period the Vessel shall be kept insured by the Owners at their expense against hull and machinery and war risks under the form of policy or policies attached hereto. The Owners and/or insurers shall not have any right of recovery or subrogation against the Charterers on account of loss of or any damage to the Vessel or her machinery or appurtenances covered by such insurance, or on account of payments made to discharge claims against or liabilities of the Vessel or the Owners covered by such insurance. Insurance policies shall cover the Owners and the Charterers according to their respective interests. (b) During the Charter Period the Vessel shall be kept insured by the Charterers at their expense against Protection and Indemnity risks (and any risks against which it is compulsory to insure for the operation of the Vessel, including maintaining financial security in accordance with sub-clause 10(a)(iii)) in such form as the Owners shall in writing approve which approval shall not be unreasonably withheld. (c) In the event that any act or negligence of the Charterers shall vitiate any of the insurance herein provided, the Charterers shall pay to the Owners all losses and indemnify the Owners against all claims and demands which would otherwise have been covered by such insurance. (d) The Charterers shall, subject to the approval of the Owners or Owners’ Underwriters, effect all insured repairs, and the Charterers shall undertake settlement of all miscellaneous expenses in connection with such repairs as well as all insured charges, expenses and liabilities, to the extent of coverage under the insurances provided for under the provisions of sub-clause 14(a). The Charterers to be secured reimbursement through the Owners’ Underwriters for such expenditures upon presentation of accounts. (e) The Charterers to remain responsible for and to effect repairs and settlement of costs and expenses incurred thereby in respect of all other repairs not covered by the insurances and/or not exceeding any possible franchise(s) or deductibles provided for in the insurances. (f) All time used for repairs under the provisions of sub-clauses 14(d) and 14(e) and for repairs of latent defects according to Clause 3 above, including any deviation, shall be for the Charterers’ account and shall form part of the Charter Period. The Owners shall not be responsible for any expenses as are incident to the use and operation of the Vessel for such time as may be required to make such repairs. (g) If the conditions of the above insurances permit additional insurance to be placed by the parties such cover shall be limited to the amount for each party set out in Box 30 and Box 31, respectively. The Owners or the Charterers as the case may be shall immediately furnish the other party with particulars of any additional

PART II BARECON 2001 Standard Bareboat Charter Copyright © 2001 BIMCO. All rights reserved. Any unauthorised copying, duplication, reproduction or distribution of this BIMCO SmartCon document will constitute an infringement of BIMCO’s copyright. Explanatory notes are available from BIMCO at www.bimco.org. First published in 1974 as BARECON A and B. Amalgamated and revised in 1989. Revised 2001. insurance effected, including copies of any cover notes or policies and the written consent of the insurers of any such required insurance in any case where the consent of such insurers is necessary. (h) Should the Vessel become an actual, constructive, compromised or agreed total loss under the insurances required under sub-clause 14(a), all insurance payments for such loss shall be paid to the Owners, who shall distribute the moneys between themselves and the Charterers according to their respective interests. (i) If the Vessel becomes an actual, constructive, compromised or agreed total loss under the insurances arranged by the Owners in accordance with sub-clause 14(a), this Charter shall terminate as of the date of such loss. (j) The Charterers shall upon the request of the Owners, promptly execute such documents as may be required to enable the Owners to abandon the Vessel to the insurers and claim a constructive total loss. (k) For the purpose of insurance coverage against hull and machinery and war risks under the provisions of sub-clause 14(a), the value of the Vessel is the sum indicated in Box 29. (l) Notwithstanding anything contained in sub-clause 10(a), it is agreed that under the provisions of Clause 14, if applicable, the Owners shall keep the Vessel’s Class fully up to date with the Classification Society indicated in Box 10 and maintain all other necessary certificates in force at all times. 15. Redelivery - See Additional Clause 42 (Redelivery) and Additional Clause 43 (Redelivery Conditions) At the expiration of the Charter Period the Vessel shall be redelivered by the Charterers to the Owners at a safe and ice-free port or place as indicated in Box 16, in such ready safe berth as the Owners may direct. The Charterers shall give the Owners not less than thirty (30) running days’ preliminary notice of expected date, range of ports of redelivery or port or place of redelivery and not less than fourteen (14) running days’ definite notice of expected date and port or place of redelivery. Any changes thereafter in the Vessel’s position shall be notified immediately to the Owners. The Charterers warrant that they will not permit the Vessel to commence a voyage (including any preceding ballast voyage) which cannot reasonably be expected to be completed in time to allow redelivery of the Vessel within the Charter Period. Notwithstanding the above, should the Charterers fail to redeliver the Vessel within the Charter Period, the Charterers shall pay the daily equivalent to the rate of hire stated in Box 22 plus 10 per cent or to the market rate, whichever is the higher, for the number of days by which the Charter Period is exceeded. All other terms, conditions and provisions of this Charter shall continue to apply. Subject to the provisions of Clause 10, the Vessel shall be redelivered to the Owners in the same or as good structure, state, condition and class as that in which she was delivered, fair wear and tear not affecting class excepted. The Vessel upon redelivery shall have her survey cycles up to date and trading and class certificates valid for at least the number of months agreed in Box 17. 16. Non-Lien - See Additional Clause 48 (dd) The Charterers will not suffer, nor permit to be continued, any lien or encumbrance incurred by them or their agents, which might have priority over the title and interest of the Owners in the Vessel. The Vessel shall be free of encumbrances and liens except the encumbrances (i) arising in the ordinary course of business by operation of law and securing obligations not more than forty-five (45) days overdue, (ii) arising under the general terms and conditions of banks or (iii) permitted in writing by the Owners. The Charterers further agree to fasten to the Vessel in a conspicuous place and to keep so fastened during the Charter Period a notice reading as follows: “This Vessel is the property of (name of Owners). It is under charter to (name of Charterers) and by the terms of the Charter Party neither the Charterers nor the Master have any right, power or authority to create, incur or permit to be imposed on the Vessel any lien whatsoever.”

PART II BARECON 2001 Standard Bareboat Charter Copyright © 2001 BIMCO. All rights reserved. Any unauthorised copying, duplication, reproduction or distribution of this BIMCO SmartCon document will constitute an infringement of BIMCO’s copyright. Explanatory notes are available from BIMCO at www.bimco.org. First published in 1974 as BARECON A and B. Amalgamated and revised in 1989. Revised 2001. 17. Indemnity - See also Additional Clause 58 (Further Indemnities) (a) The Charterers shall indemnify the Owners against any loss, damage or expense (including, without limitation, legal expense) incurred by the Owners arising out of or in relation to a breach of this charter and/or the operation of the Vessel by the Charterers, and against any lien of whatsoever nature arising out of an event occurring during the Charter Period. If the Vessel be arrested or otherwise detained by reason of claims or liens arising out of her operation hereunder by the Charterers, the Charterers shall at their own expense take all reasonable steps to secure that within a reasonable time the Vessel is released, including the provision of bail. Without prejudice to the generality of the foregoing, the Charterers agree to indemnify the Owners against all consequences or liabilities arising from the Master, officers or agents signing Bills of Lading or other documents. (b) If the Vessel be arrested or otherwise detained by reason of a claim or claims against the Owners, the Owners shall at their own expense take all reasonable steps to secure that within a reasonable time the Vessel is released, including the provision of bail. In such circumstances the Owners shall indemnify the Charterers against any loss, damage or expense incurred by the Charterers (including hire paid under this Charter) as a direct consequence of such arrest or detentionSee also Additional Clause 49 (i). 18. Lien The Owners to have a lien upon all cargoes, sub-hires and sub-freights belonging or due to the Charterers or any sub-charterers and any Bill of Lading freight for all claims under this Charter, and the Charterers to have a lien on the Vessel for all moneys paid in advance and not earned. 19. Salvage All salvage and towage performed by the Vessel shall be for the Charterers’ benefit and the cost of repairing damage occasioned thereby shall be borne by the Charterers. 20. Wreck Removal In the event of the Vessel becoming a wreck or obstruction to navigation the Charterers shall indemnify the Owners against any sums whatsoever which the Owners shall become liable to pay and shall pay in consequence of the Vessel becoming a wreck or obstruction to navigation. 21. General Average The Owners shall not contribute to General Average. 22. Assignment, Sub-Charter and Sale (a) The Charterers shall not assign this Charter nor sub-charter the Vessel on a bareboat basis except with the prior consent in writing of the Owners, which shall not be unreasonably withheld, and subject to such terms and conditions as the Owners shall approve. (b) The Owners shall not sell the Vessel during the currency of this Charter except with the prior written consent of the Charterers, which shall not be unreasonably withheld, and subject to the buyer accepting an assignment of this Charter. 23. Contracts of Carriage (a)* The Charterers are to procure that all documents issued during the Charter Period evidencing the terms and conditions agreed in respect of carriage of goods shall contain a paramount clause incorporating any legislation relating to carrier’s liability for cargo compulsorily applicable in the trade; if no such legislation exists, the documents shall incorporate the Hague-Visby Rules. The documents shall also contain the New Jason Clause and the Both-to-Blame Collision Clause.

PART II BARECON 2001 Standard Bareboat Charter Copyright © 2001 BIMCO. All rights reserved. Any unauthorised copying, duplication, reproduction or distribution of this BIMCO SmartCon document will constitute an infringement of BIMCO’s copyright. Explanatory notes are available from BIMCO at www.bimco.org. First published in 1974 as BARECON A and B. Amalgamated and revised in 1989. Revised 2001. (b)* The Charterers are to procure that all passenger tickets issued during the Charter Period for the carriage of passengers and their luggage under this Charter shall contain a paramount clause incorporating any legislation relating to carrier’s liability for passengers and their luggage compulsorily applicable in the trade; if no such legislation exists, the passenger tickets shall incorporate the Athens Convention Relating to the Carriage of Passengers and their Luggage by Sea, 1974, and any protocol thereto. *Delete as applicable. 24. Bank Guarantee (Optional, only to apply if Box 27 filled in) The Charterers undertake to furnish, before delivery of the Vessel, a corporate guarantee from Flex LNG Ltd. first class bank guarantee or bond in the sum and at the place as indicated in Box 27 as guarantee for full performance of their obligations under this Charter. 25. Requisition/Acquisition (a) In the event of the Requisition for Hire of the Vessel by any governmental or other competent authority (hereinafter referred to as “Requisition for Hire”) irrespective of the date during the Charter Period when “Requisition for Hire” may occur and irrespective of the length thereof and whether or not it be for an indefinite or a limited period of time, and irrespective of whether it may or will remain in force for the remainder of the Charter Period, this Charter shall not be deemed thereby or thereupon to be frustrated or otherwise terminated and the Charterers shall continue to pay the stipulated hire in the manner provided by this Charter until the time when the Charter would have terminated pursuant to any of the provisions hereof always provided however that in the event of “Requisition for Hire” any Requisition Hire or compensation received or receivable by the Owners shall be payable to the Charterers during the remainder of the Charter Period or the period of the “Requisition for Hire” whichever be the shorter. (b) In the event of the Owners being deprived of their ownership in the Vessel by any Compulsory Acquisition of the Vessel or requisition for title by any governmental or other competent authority (hereinafter referred to as “Compulsory Acquisition”), then, irrespective of the date during the Charter Period when “Compulsory Acquisition” may occur, this Charter shall be deemed terminated as of the date of such “Compulsory Acquisition”. In such event Charter Hire to be considered as earned and to be paid up to the date and time of such “Compulsory Acquisition”. 26. War (a) For the purpose of this Clause, the words “War Risks” shall include any war (whether actual or threatened), act of war, civil war, hostilities, revolution, rebellion, civil commotion, warlike operations, the laying of mines (whether actual or reported), acts of piracy, acts of terrorists, acts of hostility or malicious damage, blockades (whether imposed against all vessels or imposed selectively against vessels of certain flags or ownership, or against certain cargoes or crews or otherwise howsoever), by any person, body, terrorist or political group, or the Government of any state whatsoever, which may be dangerous or are likely to be or to become dangerous to the Vessel, her cargo, crew or other persons on board the Vessel. (b) The Vessel, unless the written consent of the Owners be first obtained, shall not continue to or go through any port, place, area or zone (whether of land or sea), or any waterway or canal, where it reasonably appears that the Vessel, her cargo, crew or other persons on board the Vessel, in the reasonable judgement of the Owners, may be, or are likely to be, exposed to War Risks. Should the Vessel be within any such place as aforesaid, which only becomes dangerous, or is likely to be or to become dangerous, after her entry into it, the Owners shall have the right to require the Vessel to leave such area. (c) The Vessel shall not load contraband cargo, or to pass through any blockade, whether such blockade be imposed on all vessels, or is imposed selectively in any way whatsoever against vessels of certain flags or ownership, or against certain cargoes or crews or otherwise howsoever, or to proceed to an area where she shall be subject, or is likely to be subject to a belligerent’s right of search and/or confiscation.

PART II BARECON 2001 Standard Bareboat Charter Copyright © 2001 BIMCO. All rights reserved. Any unauthorised copying, duplication, reproduction or distribution of this BIMCO SmartCon document will constitute an infringement of BIMCO’s copyright. Explanatory notes are available from BIMCO at www.bimco.org. First published in 1974 as BARECON A and B. Amalgamated and revised in 1989. Revised 2001. (d) If the insurers of the war risks insurance, when Clause 14 is applicable, should require payment of premiums and/or calls because, pursuant to the Charterers’ orders, the Vessel is within, or is due to enter and remain within, any area or areas which are specified by such insurers as being subject to additional premiums because of War Risks, then such premiums and/or calls shall be reimbursed by the Charterers to the Owners at the same time as the next payment of hire is due. (e) The Charterers shall have the liberty: (i) to comply with all orders, directions, recommendations or advice as to departure, arrival, routes, sailing in convoy, ports of call, stoppages, destinations, discharge of cargo, delivery, or in any other way whatsoever, which are given by the Government of the Nation under whose flag the Vessel sails, or any other Government, body or group whatsoever acting with the power to compel compliance with their orders or directions; (ii) to comply with the orders, directions or recommendations of any war risks underwriters who have the authority to give the same under the terms of the war risks insurance; (iii) to comply with the terms of any resolution of the Security Council of the United Nations, any directives of the European Community, the effective orders of any other Supranational body which has the right to issue and give the same, and with national laws aimed at enforcing the same to which the Owners are subject, and to obey the orders and directions of those who are charged with their enforcement. (f) In the event of outbreak of war (whether there be a declaration of war or not) (i) between any two or more of the following countries: the United States of America; Russia; the United Kingdom; France; and the People’s Republic of China, (ii) between any two or more of the countries stated in Box 36, both the Owners and the Charterers shall have the right to cancel this Charter, whereupon the Charterers shall redeliver the Vessel to the Owners in accordance with Clause 15, if the Vessel has cargo on board after discharge thereof at destination, or if debarred under this Clause from reaching or entering it at a near, open and safe port as directed by the Owners, or if the Vessel has no cargo on board, at the port at which the Vessel then is or if at sea at a near, open and safe port as directed by the Owners. In all cases hire shall continue to be paid in accordance with Clause 11 and except as aforesaid all other provisions of this Charter shall apply until redelivery. 27. Commission The Owners to pay a commission at the rate indicated in Box 33 to the Brokers named in Box 33 on any hire paid under the Charter. If no rate is indicated in Box 33, the commission to be paid by the Owners shall cover the actual expenses of the Brokers and a reasonable fee for their work. If the full hire is not paid owing to breach of the Charter by either of the parties the party liable therefor shall indemnify the Brokers against their loss of commission. Should the parties agree to cancel the Charter, the Owners shall indemnify the Brokers against any loss of commission but in such case the commission shall not exceed the brokerage on one year’s hire. 28. Termination - See Additional Clause 49 (Termination Events) and Additional Clause 54 (Total Loss) (a) Charterers’ Default The Owners shall be entitled to withdraw the Vessel from the service of the Charterers and terminate the Charter with immediate effect by written notice to the Charterers if: (i) the Charterers fail to pay hire in accordance with Clause 11. However, where there is a failure to make punctual payment of hire due to oversight, negligence, errors or omissions on the part of the Charterers or their bankers, the Owners shall give the Charterers written notice of the number of clear banking days stated in Box 34 (as recognised at the agreed place of payment) in which to rectify the failure, and when so rectified within such number of days following the Owners’ notice, the payment shall stand as regular and punctual.

PART II BARECON 2001 Standard Bareboat Charter Copyright © 2001 BIMCO. All rights reserved. Any unauthorised copying, duplication, reproduction or distribution of this BIMCO SmartCon document will constitute an infringement of BIMCO’s copyright. Explanatory notes are available from BIMCO at www.bimco.org. First published in 1974 as BARECON A and B. Amalgamated and revised in 1989. Revised 2001. Failure by the Charterers to pay hire within the number of days stated in Box 34 of their receiving the Owners’ notice as provided herein, shall entitle the Owners to withdraw the Vessel from the service of the Charterers and terminate the Charter without further notice; (ii) the Charterers fail to comply with the requirements of: (1) Clause 6 (Trading Restrictions) (2) Clause 13(a) (Insurance and Repairs) provided that the Owners shall have the option, by written notice to the Charterers, to give the Charterers a specified number of days grace within which to rectify the failure without prejudice to the Owners’ right to withdraw and terminate under this Clause if the Charterers fail to comply with such notice; (iii) the Charterers fail to rectify any failure to comply with the requirements of sub-clause 10(a)(i) (Maintenance and Repairs) as soon as practically possible after the Owners have requested them in writing so to do and in any event so that the Vessel’s insurance cover is not prejudiced. (b) Owners’ Default If the Owners shall by any act or omission be in breach of their obligations under this Charter to the extent that the Charterers are deprived of the use of the Vessel and such breach continues for a period of fourteen (14) running days after written notice thereof has been given by the Charterers to the Owners, the Charterers shall be entitled to terminate this Charter with immediate effect by written notice to the Owners. (c) Loss of Vessel This Charter shall be deemed to be terminated if the Vessel becomes a total loss or is declared as a constructive or compromised or arranged total loss. For the purpose of this sub-clause, the Vessel shall not be deemed to be lost unless she has either become an actual total loss or agreement has been reached with her underwriters in respect of her constructive, compromised or arranged total loss or if such agreement with her underwriters is not reached it is adjudged by a competent tribunal that a constructive loss of the Vessel has occurred. (d) Either party shall be entitled to terminate this Charter with immediate effect by written notice to the other party in the event of an order being made or resolution passed for the winding up, dissolution, liquidation or bankruptcy of the other party (otherwise than for the purpose of reconstruction or amalgamation) or if a receiver is appointed, or if it suspends payment, ceases to carry on business or makes any special arrangement or composition with its creditors. (e) The termination of this Charter shall be without prejudice to all rights accrued due between the parties prior to the date of termination and to any claim that either party might have. 29. Repossession In the event of the termination of this Charter in accordance with the applicable provisions of Clause 28, the Owners shall have the right to repossess the Vessel from the Charterers at her current or next port of call, or at a port or place convenient to them without hindrance or interference by the Charterers, courts or local authorities. Pending physical repossession of the Vessel in accordance with this Clause 29, the Charterers shall hold the Vessel as gratuitous bailee only to the Owners. The Owners shall arrange for an authorised representative to board the Vessel as soon as reasonably practicable following the termination of the Charter. The Vessel shall be deemed to be repossessed by the Owners from the Charterers upon the boarding of the Vessel by the Owners’ representative. All arrangements and expenses relating to the settling of wages, disembarkation and repatriation of the Charterers’ Master, officers and crew shall be the sole responsibility of the Charterers. 30. Dispute Resolution - See Additional Clause 74 (Law and jurisdiction)

PART II BARECON 2001 Standard Bareboat Charter Copyright © 2001 BIMCO. All rights reserved. Any unauthorised copying, duplication, reproduction or distribution of this BIMCO SmartCon document will constitute an infringement of BIMCO’s copyright. Explanatory notes are available from BIMCO at www.bimco.org. First published in 1974 as BARECON A and B. Amalgamated and revised in 1989. Revised 2001. a)* This Contract shall be governed by and construed in accordance with English law and any dispute arising out of or in connection with this Contract shall be referred to arbitration in London in accordance with the Arbitration Act 1996 or any statutory modification or re-enactment thereof save to the extent necessary to give effect to the provisions of this Clause. The arbitration shall be conducted in accordance with the London Maritime Arbitrators Association (LMAA) Terms current at the time when the arbitration proceedings are commenced. The reference shall be to three arbitrators. A party wishing to refer a dispute to arbitration shall appoint its arbitrator and send notice of such appointment in writing to the other party requiring the other party to appoint its own arbitrator within 14 calendar days of that notice and stating that it will appoint its arbitrator as sole arbitrator unless the other party appoints its own arbitrator and gives notice that it has done so within the 14 days specified. If the other party does not appoint its own arbitrator and give notice that it has done so within the 14 days specified, the party referring a dispute to arbitration may, without the requirement of any further prior notice to the other party, appoint its arbitrator as sole arbitrator and shall advise the other party accordingly. The award of a sole arbitrator shall be binding on both parties as if he had been appointed by agreement. Nothing herein shall prevent the parties agreeing in writing to vary these provisions to provide for the appointment of a sole arbitrator. In cases where neither the claim nor any counterclaim exceeds the sum of US$50,000 (or such other sum as the parties may agree) the arbitration shall be conducted in accordance with the LMAA Small Claims Procedure current at the time when the arbitration proceedings are commenced. (b)* This Contract shall be governed by and construed in accordance with Title 9 of the United States Code and the Maritime Law of the United States and any dispute arising out of or in connection with this Contract shall be referred to three persons at New York, one to be appointed by each of the parties hereto, and the third by the two so chosen; their decision or that of any two of them shall be final, and for the purposes of enforcing any award, judgement may be entered on an award by any court of competent jurisdiction. The proceedings shall be conducted in accordance with the rules of the Society of Maritime Arbitrators, Inc. In cases where neither the claim nor any counterclaim exceeds the sum of US$50,000 (or such other sum as the parties may agree) the arbitration shall be conducted in accordance with the Shortened Arbitration Procedure of the Society of Maritime Arbitrators, Inc. current at the time when the arbitration proceedings are commenced. (c)* This Contract shall be governed by and construed in accordance with the laws of the place mutually agreed by the parties and any dispute arising out of or in connection with this Contract shall be referred to arbitration at a mutually agreed place, subject to the procedures applicable there. (d) Notwithstanding (a), (b) or (c) above, the parties may agree at any time to refer to mediation any difference and/or dispute arising out of or in connection with this Contract. In the case of a dispute in respect of which arbitration has been commenced under (a), (b) or (c) above, the following shall apply: (i) Either party may at any time and from time to time elect to refer the dispute or part of the dispute to mediation by service on the other party of a written notice (the “Mediation Notice”) calling on the other party to agree to mediation. (ii) The other party shall thereupon within 14 calendar days of receipt of the Mediation Notice confirm that they agree to mediation, in which case the parties shall thereafter agree a mediator within a further 14 calendar days, failing which on the application of either party a mediator will be appointed promptly by the Arbitration Tribunal (“the Tribunal”) or such person as the Tribunal may designate for that purpose. The mediation shall be conducted in such place and in accordance with such procedure and on such terms as the parties may agree or, in the event of disagreement, as may be set by the mediator. (iii) If the other party does not agree to mediate, that fact may be brought to the attention of the Tribunal and may be taken into account by the Tribunal when allocating the costs of the arbitration as between the parties.

Copyright © 2001 BIMCO. All rights reserved. Any unauthorised copying, duplication, reproduction or distribution of this BIMCO SmartCon document will constitute an infringement of BIMCO’s copyright. Explanatory notes are available from BIMCO at www.bimco.org. First published in 1974 as BARECON A and B. Amalgamated and revised in 1989. Revised 2001. PART III PROVISIONS TO APPLY FOR NEWBUILDING VESSELS ONLY (Optional, only to apply if expressly agreed and stated in Box 37) 1. Specifications and Building Contract (a) The Vessel shall be constructed in accordance with the Building Contract (hereafter called “the Building Contract”) as annexed to this Charter, made between the Builders and the Owners and in accordance with the specifications and plans annexed thereto, such Building Contract, specifications and plans having been counter-signed as approved by the Charterers. (b) No change shall be made in the Building Contract or in the specifications or plans of the Vessel as approved by the Charterers as aforesaid, without the Charterers’ consent. (c) The Charterers shall have the right to send their representative to the Builders’ Yard to inspect the Vessel during the course of her construction to satisfy themselves that construction is in accordance with such approved specifications and plans as referred to under sub-clause (a) of this Clause. (d) The Vessel shall be built in accordance with the Building Contract and shall be of the description set out therein. Subject to the provisions of sub-clause 2(c)(ii) hereunder, the Charterers shall be bound to accept the Vessel from the Owners, completed and constructed in accordance with the Building Contract, on the date of delivery by the Builders. The Charterers undertake that having accepted the Vessel they will not thereafter raise any claims against the Owners in respect of the Vessel’s performance or specification or defects, if any. Nevertheless, in respect of any repairs, replacements or defects which appear within the first 12 months from delivery by the Builders, the Owners shall endeavour to compel the Builders to repair, replace or remedy any defects or to recover from the Builders any expenditure incurred in carrying out such repairs, replacements or remedies. However, the Owners’ liability to the Charterers shall be limited to the extent the Owners have a valid claim against the Builders under the guarantee clause of the Building Contract (a copy whereof has been supplied to the Charterers). The Charterers shall be bound to accept such sums as the Owners are reasonably able to recover under this Clause and shall make no further claim on the Owners for the difference between the amount(s) so recovered and the actual expenditure on repairs, replacement or remedying defects or for any loss of time incurred. Any liquidated damages for physical defects or deficiencies shall accrue to the account of the party stated in Box 41(a) or if not filled in shall be shared equally between the parties. The costs of pursuing a claim or claims against the Builders under this Clause (including any liability to the Builders) shall be borne by the party stated in Box 41(b) or if not filled in shall be shared equally between the parties. 2. Time and Place of Delivery (a) Subject to the Vessel having completed her acceptance trials including trials of cargo equipment in accordance with the Building Contract and specifications to the satisfaction of the Charterers, the Owners shall give and the Charterers shall take delivery of the Vessel afloat when ready for delivery and properly documented at the Builders’ Yard or some other safe and readily accessible dock, wharf or place as may be agreed between the parties hereto and the Builders. Under the Building Contract the Builders have estimated that the Vessel will be ready for delivery to the Owners as therein provided but the delivery date for the purpose of this Charter shall be the date when the Vessel is in fact ready for delivery by the Builders after completion of trials whether that be before or after as indicated in the Building Contract. The Charterers shall not be entitled to refuse acceptance of delivery of the Vessel and upon and after such acceptance, subject to Clause 1(d), the Charterers shall not be entitled to make any claim against the Owners in respect of any conditions, representations or warranties, whether express or implied, as to the seaworthiness of the Vessel or in respect of delay in delivery. (b) If for any reason other than a default by the Owners under the Building Contract, the Builders become entitled under that Contract not to deliver the Vessel to the Owners, the Owners shall upon giving to the Charterers written notice of Builders becoming so entitled, be excused from giving delivery of the Vessel to the Charterers

Execution Version ADDITIONAL CLAUSES TO BAREBOAT CHARTER FOR "FLEX AMBER" (IMO NO. 9857377) CONTENTS 32. DEFINITIONS ................................................................................................ 3 33. INTERPRETATIONS ....................................................................................... 13 34. BACKGROUND .............................................................................................. 15 35. PRE-DELIVERY AND DELIVERY ....................................................................... 15 36. CONDITIONS PRECEDENT .............................................................................. 17 37. BUNKERS AND LUBOILS ................................................................................ 19 38. FURTHER MAINTENANCE AND OPERATION ....................................................... 19 39. STRUCTURAL CHANGES AND ALTERATIONS ..................................................... 20 40. HIRE ........................................................................................................... 21 41. INSURANCE ................................................................................................. 24 42. REDELIVERY ................................................................................................ 29 43. REDELIVERY CONDITIONS ............................................................................. 29 44. DIVER'S INSPECTION AT REDELIVERY ............................................................. 30 45. OWNERS' MORTGAGE ................................................................................... 31 46. TRANSPORT DOCUMENTS .............................................................................. 32 47. CHARTERERS' REPRESENTATIONS AND WARRANTIES ....................................... 32 48. CHARTERERS' UNDERTAKINGS ....................................................................... 36 49. TERMINATION EVENTS .................................................................................. 40 50. NAME OF VESSEL ......................................................................................... 44 51. CHARTER PERIOD ......................................................................................... 44 52. PURCHASE OPTION AND TRANSFER OF TITLE .................................................. 45 53. SALE OF VESSEL BY THE OWNERS .................................................................. 45 54. TOTAL LOSS ................................................................................................ 46 55. FEES AND EXPENSES .................................................................................... 46 56. STAMP DUTIES AND TAXES ........................................................................... 47 57. OPERATIONAL NOTIFIABLE EVENTS ................................................................ 47 58. FURTHER INDEMNITIES ................................................................................. 48 59. SET-OFF ...................................................................................................... 49 60. FURTHER ASSURANCES AND UNDERTAKINGS .................................................. 49 61. CUMULATIVE RIGHTS .................................................................................... 50 62. DAY COUNT CONVENTION ............................................................................. 50 63. NO WAIVER ................................................................................................. 50 64. ENTIRE AGREEMENT ..................................................................................... 50 65. INVALIDITY ................................................................................................. 50 66. ENGLISH LANGUAGE ..................................................................................... 50 67. NO PARTNERSHIP ......................................................................................... 50 68. NOTICES ..................................................................................................... 50 69. CONFLICTS .................................................................................................. 51

70. SURVIVAL OF CHARTERERS' OBLIGATIONS ..................................................... 51 71. COUNTERPARTS ........................................................................................... 51 72. CONFIDENTIALITY ........................................................................................ 51 73. THIRD PARTIES ACT ..................................................................................... 52 74. LAW AND JURISDICTION ............................................................................... 52 75. CONDITIONS SUBSEQUENT ........................................................................... 52 76. FATCA ......................................................................................................... 53

32. Definitions In this Charter: "Actual Owners' Costs" means the Purchase Price (as defined in the MOA) less the Advance Hire settled in accordance with Clause 40(a)(i). "Advance Hire" means the amounts payable pursuant to Clause 40(a)(i) (Hire). "Affiliate" means, in relation to any entity, a Subsidiary of that entity, a Holding Company of that entity or any other Subsidiary of that Holding Company. "Agreement Term" means the period commencing on the date of this Charter and terminating on the expiration of the Charter Period or such earlier or later date on which all money of any nature owed by the Obligors to the Owners under the Transaction Documents or otherwise in connection with the Vessel have been paid in full to the Owners and no obligations of the Obligors of any nature to the Owners or otherwise in connection with the Transaction Documents or with the Vessel remain unperformed or undischarged. "Applicable Rate" in respect of a Hire Period, the LIBOR notified by the Owners on the relevant Quotation Day to be (which is expressed as a percentage rate per annum) the rate which applies to all Unpaid Sums (including any Hire) for that Hire Period. "Approved Manager" means Flex LNG Fleet Management AS in respect of technical management of the Vessel and Flex LNG Management AS or FLEX LNG Bermuda Management Ltd. in respect of commercial management of the Vessel or any other management company reasonably acceptable to the Owners and appointed by the Charterers. “Approved Time Charter” means a time charter for 7 years duration, at a daily rate of hire of no less than US$63,000 per day and otherwise on terms acceptable to the Owners entered into by the Charterers as disponent owners with an Approved Time Charterer, the charter period of which commences on or around delivery under this Charter. “Approved Time Charterer” means BP, Shell, Total, Vitol, Glencore, Clearlake, Chevron or any other time charterer counterparty acceptable to the Owners. "Authorisation" means an authorisation, consent, approval, resolution, licence, exemption, filing, notarisation or registration. "Break Costs" means all costs, losses, premiums or penalties (excluding the Margin and any early termination costs under any swap or hedging arrangements) incurred by the Owners pursuant to the relevant funding arrangements for the purpose of financing any part of the Purchase Price as a result of the receipt by the Owners of any payment under or in relation to the Transaction Documents on a day other than the due date for payment of the sum in question. "Breakfunding Gain" means all gains that the Owners have unconditionally and irrevocably received pursuant to the relevant funding arrangements for the purpose of financing any part of the Purchase Price as a result of the receipt by the Owners of any payment under or in relation to the Transaction Documents on a day other than the due date for payment of the sum in question. "Builders" means Hyundai Samho Heavy Industries Co., Ltd., a company incorporated and existing under the laws of the Republic of Korea, having its registered office at 93, Daebul-Ro, Samho-Eup, Yeongam-Gun, Jeollanam-Do, Korea. "Building Contract" means the shipbuilding contract in respect of the Vessel dated 6 March 2018 made between the Builders and the Original Buyers, as amended, modified and supplemented from time to time. "Business Day" means a day (other than a Saturday or Sunday) on which banks and financial markets are open for business in Hong Kong, Shanghai, Oslo and New York and on a day when LIBOR is calculated, London. "Cancellation Date" means the "Cancelling Date" as set out in the MOA (for the avoidance of doubt, as the same may be extended from time to time).

"Change of Control" means a situation where: (a) the Charter Guarantor ceases to own, directly or indirectly, at least one hundred per cent. (100%) of the shares in the Charterers; and/or (b) the Charter Guarantor ceases to own directly, at least one hundred per cent. (100%) of the shares in the Shareholder; and/or (c) prior to the third (3rd) anniversary of the Delivery Date, any company controlled directly or indirectly by the John Fredriksen Family ceases to directly own at least twenty five per cent. (25%) of the shares in the Guarantor. "Charter Group" means the Charterers, the Charter Guarantor and all its Subsidiaries from time to time, and a "member of the Charter Group" means any one of them. "Charter Guarantee" means the guarantee made or to be made by the Charter Guarantor in favour of the Owners in respect of the Charterers' obligations under this Charter. "Charter Guarantor" means Flex LNG Ltd., a company incorporated and existing under the laws of Bermuda, having its registered office at Par-La-Ville Place, 14 Par-La-Ville Road, Hamilton, Bermuda. "Charter Period" means, subject to Clauses 40 (Hire), 49 (Termination Events), 53 (Sale of the Vessel by the Owners) and 54 (Total Loss), the period of ten (10) years commencing from the Delivery Date. "Charterers' Assignment" means the deed of assignment executed or to be executed (as the case may be) by the Charterers in favour of the Owners in relation to certain of the Charterers' rights and interest in and to the (a) Earnings, (b) Insurances, (c) Requisition Compensation and (d) any Sub-Charter. "Classification Society" means the vessel classification society referred to in Box 10 (Classification Society) of this Charter, or DNV GL, Lloyd's Register of Shipping (LR), Bureau Veritas (BV), ABS, Korean Register of Shipping (KR), China Classification Society (CCS) or such other reputable classification society which the Owners may approve from time to time. "Cost Balance" means at any relevant time during the Agreement Term, an amount equal to the Actual Owners' Costs as may be reduced by the Fixed Hire pursuant to paragraph (a)(ii) of Clause 40 (Hire). "Debt" means the aggregate from time to time of all sums of any nature (together with all accrued unpaid interest on any of those sums) payable by the Charterers to the Owners under all or any of the Transaction Documents. "Default Termination" means a termination of the Charter Period pursuant to the provisions of Clause 49 (Termination Events). "Delivery Date" means the date of delivery of the Vessel by the Owners to the Charterers under this Charter. "Disruption Event" means either or both of: (a) a material disruption to those payment or communications systems or to those financial markets which are, in each case, required to operate in order for payments to be made in order for the transactions contemplated by the Transaction Documents to be carried out which disruption is not caused by, and is beyond the control of, any of the Parties; or (b) the occurrence of any other event which results in a disruption (of a technical or systems- related nature) to the treasury or payments operations of a Party preventing that, or any other Party: (i) from performing its payment obligations under the Transaction Documents; or

(ii) from communicating with other Parties in accordance with the terms of the Transaction Documents, and which (in either such case) is not caused by, and is beyond the control of, the Party whose operations are disrupted. "Early Termination Amount" means, the aggregate of the following (which both Parties acknowledge as being proportionate as to amount, having regard to the legitimate interests of the Owners, in protecting against the Owners' risk of the Charterers failing to perform their obligations under this Charter): (a) the Cost Balance as at the relevant Termination Payment Date; (b) any Variable Hire which has accrued until and including the relevant Termination Payment Date and which remains unpaid at such Termination Payment Date; (c) any other Unpaid Sums due and payable; (d) in the case of a Default Termination, a fee equal to 1.5% of the applicable Cost Balance and in the case of a termination under paragraph (k) or paragraph (r) of Clause 40 (Hire) or paragraph (i)(ii) of Clause 48, the Early Termination Fee (if applicable at that time); (e) any documented costs and expenses (including any legal costs) incurred by the Owners as a result of the early termination including but not limited to in locating, repossessing or recovering the Vessel, releasing any Security Interest created over the Vessel, collecting any payments due under this Charter or in obtaining the due performance of the obligations of the Charterers under the Transaction Documents; and together with any interest accrued thereon pursuant to paragraph (r) of Clause 40 (Hire) up to the date of receipt by the Owners, any applicable and documented Break Costs net of any Breakfunding Gain. "Early Termination Fee" means the product of the percentage below multiplied by the outstanding Cost Balance as at the relevant Termination Payment Date. 1st Anniversary of Delivery to the day before the 2nd Anniversary of Delivery 1.50% 2nd Anniversary of Delivery to the day before the 3rd Anniversary of Delivery 1.00% 3rd Anniversary of Delivery to the day before the 4th Anniversary of Delivery 0.75% 4th Anniversary of Delivery onwards 0.00% "Earnings" means all hires, freights, pool income and other sums payable to or for the account of the Charterers in respect of the Vessel including (without limitation) all remuneration for salvage and towage services, demurrage and detention moneys, contributions in general average, compensation in respect of any requisition for hire, and damages and other payments (whether awarded by any court or arbitral tribunal or by agreement or otherwise) for breach, termination or variation of any contract for the operation, employment or use of the Vessel. "Environmental Approvals" means any present or future permit, licence, approval, ruling, variance, exemption or other authorisation required under the applicable Environmental Law. "Environmental Claim" means any claim, proceeding or investigation by any person in respect of any Environmental Law. "Environmental Incident" means: (a) any release, emission, spill or discharge from the Vessel or into or upon the air, sea, land or soils (including the seabed) or surface water of Environmentally Sensitive Material within or from the Vessel; or

(b) any incident in which Environmentally Sensitive Material is released, emitted, spilled or discharged into or upon the air, sea, land or soils (including the seabed) or surface water from a vessel other than the Vessel and which involves a collision between the Vessel and such other vessel or some other incident of navigation or operation, in either case, in connection with which the Vessel is actually or potentially liable to be arrested, attached, detained or injuncted and/or the Vessel and/or any Obligor and/or any operator or manager of the Vessel is at fault or allegedly at fault or otherwise liable to any legal or administrative action; or (c) any other incident in which Environmentally Sensitive Material is released, emitted, spilled or discharged into or upon the air, sea, land or soils (including the seabed) or surface water otherwise than from the Vessel and in connection with which the Vessel is actually or potentially liable to be arrested and/or where any Obligor and/or any operator or manager of the Vessel is at fault or allegedly at fault or otherwise liable to any legal or administrative action, other than in accordance with an Environmental Approval. "Environmentally Sensitive Material" means (i) oil and oil products and (ii) any other waste, pollutant, contaminant or other substance (including any liquid, solid, gas, ion, living organism or noise) that may be harmful to human health or other life or the environment or a nuisance to any person or that may make the enjoyment, ownership or other territorial control of any affected land, property or waters more costly for such person to a material degree. "Environmental Law" means any applicable law and regulation in any jurisdiction in which any Obligor conducts business which relates to the pollution or protection of the environment or harm to or the protection of human health or the health of animals or plants. "Finance Document" means any facility agreement, security document and any other document designated as such by the Finance Parties and the Owners and which have been or may be (as the case may be) entered into between the Finance Parties and the Owners for the purpose of, among other things, financing or (as the case may be) refinancing all or any part of the Actual Owners' Costs. "Finance Party" means any bank or financial institution which is or will be party to a Finance Document (other than the Owners and other entities which may have agreed or be intended as debtors and/or obligors thereunder) and "Finance Parties" means two or more of them. "Financial Indebtedness" means any obligation for the payment or repayment of money, whether present or future, actual or contingent, in respect of: (a) moneys borrowed; (b) any acceptance credit; (c) any bond, note, debenture, loan stock or similar instrument; (d) any finance, capital lease or operating leases for financing purposes; (e) receivables sold or discounted (other than on a non-recourse basis); (f) deferred payments for assets or services; (g) any derivative transaction protecting against or benefiting from fluctuations in any rate or price (and, when calculating the value of any derivative transaction, only the marked to market value shall be taken into account); (h) any amount raised under any other transaction (including any forward sale or purchase agreement) having the commercial effect of a borrowing according to the relevant account principles; (i) any counter-indemnity obligation in respect of a guarantee, indemnity, bond, standby or documentary letter of credit or any other instrument issued by a bank or financial institution; and

(j) the amount of any liability in respect of any guarantee or indemnity for any of the items referred to in (a) to (i). "Fixed Hire" has the meaning given under and shall be calculated in accordance with Clause 40(a)(ii) of this Charter. "GAAP" means generally accepted accounting principles in the United States of America. "Hire" means each or any combination or aggregate of (i) Fixed Hire and (ii) Variable Hire, as the context may require. "Hire Payment Date" means, as applicable: (a) the first Hire Payment Date which shall fall three (3) months after the Delivery Date; and (b) each subsequent Hire Payment Date during the Charter Period which shall fall at successive quarterly intervals after the first Hire Payment Date, with the final Hire Payment Date falling on the final day of the Charter Period, or if any such date is not a Business Day, the immediately preceding Business Day. "Hire Period" means each period of three (3) months’ duration during the Charter Period, with the first Hire Period commencing on the Delivery Date and ending on the first Hire Payment Date, provided further that (i) each Hire Period after the first Hire Period shall commence on the last day of the previous Hire Period, (ii) any Hire Period that would otherwise extend after the next Hire Payment Date shall instead end on that Hire Payment Date and (iii) the final Hire Period shall end on the last day of the Charter Period. "Holding Company" means, in relation to any entity, any other entity in respect of which it is a Subsidiary. "IAPPC" means a valid international air pollution prevention certificate for the Vessel issued under Annex VI (Regulations for the Prevention of Air Pollution from Ships) to the International Convention for the Prevention of Pollution from Ships 1973 (as modified in 1978 and 1997). "Indemnitee" has the meaning given to such term in Clause 58 (Further indemnities). "Innocent Owners Interest Insurances" means all policies and contracts of innocent owners' interest insurance from time to time taken out by the Owners in relation to the Vessel. "Insurances" means all policies and contracts of insurance which are from time to time taken out or entered into by the Charterers in respect of the Vessel or her Earnings or otherwise in connection with the Vessel or her Earnings. "Intermediate MOA" means the memorandum of agreement for the Vessel entered into between the Original Buyers and the Charterers dated 28 May 2018. "Interpolated Screen Rate" means, in relation to the LIBOR for the Cost Balance or any part of it, the rate which results from interpolating on a linear basis between: (a) the applicable Screen Rate for the longest period (for which that Screen Rate is available) which is less than that relevant period; and (b) the applicable Screen Rate for the shortest period (for which that Screen Rate is available) which exceeds that relevant period, each at or about 11:00a.m. London time on the Quotation Day. "Intra-group Loan Agreement" means the intra-group loan agreement executed or to be executed on or about the date of this Charter between the Charterers and the Shareholder, pursuant to which each of the Charterers and the Shareholder may make loan to the other party, and whose rights are, subject to the terms and conditions thereof, subordinated to the rights of the Owners under this Charter.

"ISM Code" means the International Safety Management Code (including the guidelines on its implementation), adopted by the International Maritime Organisation Assembly as Resolutions A.741 (18) (as amended by MSC 104 (73)) and A.913(22) (superseding Resolution A.788 (19)), as the same may be amended, supplemented or superseded from time to time (and the terms "safety management system", "Safety Management Certificate" and "Document of Compliance" have the same meanings as are given to them in the ISM Code). "ISM Company" means, at any given time, the company responsible for the Vessel's compliance with the ISM Code under paragraph 1.1.2 of the ISM Code. "ISPS Code" means the International Ship and Port Facility Security Code adopted by the International Maritime Organisation (as the same may be amended, supplemented or superseded from time to time). "ISPS Company" means, at any given time, the company responsible for the Vessel's compliance with the ISPS Code. "ISSC" means a valid international ship security certificate for the Vessel issued under the ISPS Code. "John Fredriksen Family" means Mr. John Fredriksen, his direct lineal descendants, the personal estate of any of them and/or any trust created for the benefit of any of the aforementioned persons or their estates. "LIBOR" means: (a) the applicable Screen Rate as of the Specified Time for USD and for a period of three months for any Unpaid Sum (including any Hire); or (b) as otherwise determined in accordance with paragraph (r) of Clause 40 (Hire), and if, in either case, that rate is less than zero, LIBOR will be deemed to be zero. "Major Casualty Amount" means US Dollars three Million (US$3,000,000) or the equivalent in any other currency or currencies. "Management Agreement" means, in relation to the Vessel, the technical and/or commercial ship management agreement and/or layup management agreement executed or to be executed (as the case may be) between the relevant Approved Manager and the Charterers. "Managers' Undertaking" means the deed of undertaking executed or to be executed by the relevant Approved Manager in favour of the Owners, unless the Approved Manager is not in the Charterer Group. "Margin" means three point two per cent (3.20%) per annum. "MARPOL" means the International Convention for the Prevention of Pollution from Ships adopted by the International Maritime Organisation (as the same may be amended, supplemented or superseded from time to time). "Material Adverse Effect" means a material adverse change in, or a material adverse effect on: (a) the financial position, business or operation of the Charterer, the Charter Guarantor or the Charter Group taken as a whole; (b) the ability of any Obligor to perform and comply with their obligations under any Transaction Document or Project Document to which they are a party; (c) the validity, legality or enforceability of this Charter, any other Transaction Document or any Project Document; or (d) the effectiveness or ranking of any Security Interests granted pursuant to any of the Transaction Documents or the rights or remedies of the Owners under any of the Transaction Documents and the Charterers under any of the Project Documents. "MOA" has the meaning given to such term in Clause 34 (Background).

"Mortgagees' Interest Insurances" means all policies and contracts of mortgagees' interest insurance, mortgagees' additional perils (oil pollution) insurance and any other insurance from time to time taken out by any Finance Party in relation to the Vessel. "Necessary Authorisations" means all Authorisations of any person including any government or other regulatory authority required by applicable law to enable it to: (a) lawfully enter into and perform its obligations under the Transaction Documents and the Project Documents to which it is party; (b) ensure the legality, validity, enforceability or admissibility in evidence in England and, if different, its jurisdiction of incorporation, of such Transaction Documents and Project Documents to which it is party; and (c) carry on its business from time to time. "Obligor" means each of the Charterers, the Charter Guarantor and any person within the Charterer Group that may be party to a Transaction Document from time to time (other than the Owners). "Original Buyers" means Sea America Inc., a corporation incorporated and existing under the laws of the Marshall Islands and having its registered address at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro MH 96960, Marshall Islands. "Owners' Cost Payment Date" means the date on which the Actual Owners' Cost is paid by the Owners (as buyer) to the Charterers (as seller) in accordance with the terms of the MOA. "Party" means a party to this Charter. "PDA" means the protocol of delivery and acceptance in relation to the Vessel to be executed between the Owners and the Charterers, substantially in the form contained in Schedule 1 (Form of Protocol of Delivery and Acceptance) hereto. "Permitted Security Interest" means: (a) any Security Interest created or to be created in accordance with the Security Documents; (b) liens for unpaid master's and crew's wages in accordance with first class ship ownership and management practice provided the same are no more than thirty (30) days overdue; (c) liens for salvage; (d) liens for master's disbursements incurred in the ordinary course of trading; (e) any other lien arising by operation of law or otherwise in the ordinary course of the operation, repair or maintenance of the Vessel and not as a result of any default or omission by the Charterers, provided such liens do not secure amounts more than thirty (30) days overdue (unless the overdue amount is being contested in good faith by appropriate steps); (f) any Security Interest arising by operation of law in respect of Taxes which are not overdue for payment or which are being contested in good faith by appropriate steps and in respect of which appropriate reserves have been made; (g) any liens securing obligations incurred in the ordinary course of trading and/or operating the Vessel and not more than 30 days overdue; (h) liens arising under the general terms and conditions of banks; and (i) any Security Interest which has the prior written approval of the Owners. "Potential Termination Event" means an event or circumstance which, with the giving of any notice, the lapse of time, a determination of the Owners or any combination of the foregoing is a Termination Event.

"Pre-Approved Flag" means the Marshall Islands, Hong Kong, Malta, Liberia or other flag at the Charterers' option and approved by the Owners. "Project Documents" means the Intermediate MOA, each Sub-Charter and the Management Agreement(s); “Purchase Obligation Price” means an amount equal to 8/18 of the Actual Owners’ Costs; "Purchase Option Price" means the amount due and payable by the Charterers to the Owners pursuant to Clause 52 (Purchase option and transfer of title), being the aggregate of: (a) the Cost Balance as at the relevant Hire Payment Date (on which the Charterers or the Charterers' nominee will purchase the Vessel pursuant to Clause 52(a)) plus any Variable Hire which has accrued until and including that Hire Payment Date and which remains unpaid at such Hire Payment Date; (b) the applicable Early Termination Fee; (c) any interest accrued due and unpaid pursuant to paragraph (i) of Clause 40 (Hire); (d) all Unpaid Sums due and payable together with (in each case where applicable) interest accrued thereon pursuant to paragraph (i) of Clause 40 (Hire) from the due date for payment thereof up to the date of actual payment; and (e) any Break Cost net of any Breakfunding Gain. "Purchase Price" has the meaning given to such term under the MOA. "Quotation Day" means in relation to any Hire Period for which Variable Hire or an interest rate is to be determined, the day falling two (2) Business Days before the first day of that period. "Quiet Enjoyment Letter" means, in relation to the Vessel, a letter which the Finance Parties (or their authorised agent on their behalf) shall issue in favour of the Charterers and/or the Charter Guarantor (as applicable), such letter to be in such form and substance as customary for ship finance transactions and acceptable to the parties thereto. "Reference Banks" shall mean the principal London offices of Citibank N.A., HSBC Bank Plc., JP Morgan Chase Bank, N.A., or such other banks as the Owners may nominate in consultation with the Charterers. "Reference Bank Rate" means the arithmetic mean of the rates (rounded upwards to four (4 decimal places) as supplied to the Owners at their request by the Reference Banks: (a) (other than where paragraph (b) below applies) as the rate at which the relevant Reference Bank could borrow funds in the London interbank market in US Dollars for the relevant period, were it to do so by asking for and then accepting interbank offers for deposits in reasonable market size in that currency and for that period; or (b) if different, as the rate (if any and applied to the relevant Reference Bank and the relevant period) which contributors to the Screen Rate are asked to submit to the relevant administrator. "Requisition Compensation" means all compensation or other money which may from time to time be payable to the Charterers as a result of the Vessel being requisitioned for title or in any other way compulsorily acquired (other than by way of requisition for hire). "Restricted Party" means a person or persons, legal or physical that: (a) is listed on any Sanctions List; (b) is domiciled, resident, located or having its main place of business in, or is incorporated under the laws of, a country or a territory that is or whose government is subject to Sanctions which attach legal effect to being domiciled, located, having its main place of business in, or incorporated under the laws such country;

(c) otherwise the target of Sanctions (whether designated by name or by reason of being included in a class of person); (d) with which any Finance Party is prohibited from dealing with or otherwise engaging in a transaction with due to Sanctions; or (e) is directly or indirectly owned by more than 50 percent or controlled, or acting on behalf, at the direction or for the benefit of a person(s) referred to in paragraph (a), (b) or (c) above. "Sanctions" means any economic or financial sanctions laws and/or regulations, trade embargoes, prohibitions, restrictive measures, decisions, executive orders, or notices from regulators implemented, adapted, imposed, administered, enacted, or enforced by any Sanctions Authority, to the extent applicable to any of the Obligors or any member of the Charter Group. "Sanctions Authority" means the United Nations Security Council, the European Union, the United Kingdom, the People's Republic of China, any country to which any Obligor is bound, the United States of America (including but not limited to the U.S. Department of Treasury's Office of Foreign Assets Control (OFAC) and the U.S. Department of State), and any authority acting on behalf of any of them in connection with Sanctions. "Sanctions List" means any list of persons or entities subject to Sanctions published in connection with Sanctions by or on behalf of any Sanctions Authority from time to time. "Screen Rate" means the London interbank offered rate administered by ICE Benchmark Administration Limited (or any other person which takes over the administration of that rate) for US Dollars for three (3)-month period displayed (before any correction, recalculation or republication by the administrator) on page LIBOR01 of the Thomson Reuters screen (or any replacement Thomson Reuters page which displays that rate) or on the appropriate page of such other information service which publishes that rate from time to time in place of Thomson Reuters. If such page or service ceases to be available, the Owners may specify another page or service displaying the relevant rate. "Security Interest" means a mortgage, charge, assignment, pledge, lien, or other security interest securing any obligation of any person or any other agreement or arrangement having a similar effect. "Security Documents" means, in relation to the Vessel, the following: (a) the Charter Guarantee; (b) the Charterers' Assignment; (c) the Managers' Undertaking; (d) the Shares Pledge; and (e) any Sub-Charterers' Assignment; and "Security Document" means any one of them. "Settlement Date" means, following a Total Loss of the Vessel, the earliest of: (a) the date which falls 120 days after the date of occurrence of the Total Loss or, if such date is not a Business Day, the immediately preceding Business Day; and (b) the date on which the Owners receive the Total Loss Proceeds in respect of the Total Loss. "Shareholder" means Flex LNG Fleet Limited a company incorporated in Bermuda with registration number 52351 whose registered office is at Par la Ville Place, 4th Floor, 14 Par la Ville Road, Hamilton, HM08. "Shares Pledge" means the deed of charge of shares of the Charterers, executed or to be executed by the Shareholder in favour of the Owners.

"SMC" means a valid safety management certificate issued for the Vessel by or on behalf of the Administration under paragraph 13.7 of the ISM Code. "Specified Time" means: (a) in connection with determining the Screen Rate, 11:00 a.m. (London time) on the (b) Quotation Day; or (c) in connection with determining the Reference Bank Rate, noon (London time) on the Quotation Day. "Sub-Charter" means any Approved Time Charter and any other contract of affreightment, any demise charterparty, or any time or voyage charterparty of a fixed duration exceeding twenty-four (24) months entered into between the Charterers as disponent owners and any Sub-Charterers for the chartering of the Vessel by the Charterers to the Sub- Charterers. "Sub-Charter Quiet Enjoyment Letter" means, in relation to the Vessel, any letter which (i) the Owners and/or (ii) the Finance Parties (or their authorised agent on their behalf) may (subject to the terms of this Charter) issue in favour of the Sub-Charterers, such letter to be in such form and substance customary for ship finance transactions and acceptable to the parties thereto. "Sub-Charterers" means any person entering into a Sub-Charter with the Charterers for the chartering of the Vessel from the Charterers (as disponent owners) to such person (as charterer). "Sub-Charterers' Assignment" means the deed of assignment executed or to be executed (as the case may be) by any Sub-Charterers (which has entered into a Sub-Charter on a bareboat basis) in favour of the Owners in relation to certain of the Sub-Charterers' rights and interest in and to (amongst other things) the (a) Sub-Charterers' Earnings, (b) Sub-Charterers' Insurances and (c) Sub-Charterers' Requisition Compensation. "Sub-Charterers' Earnings" means all hires, freights, pool income and other sums payable to or for the account of any Sub-Charterers in respect of the Vessel including (without limitation) all remuneration for salvage and towage services, demurrage and detention moneys, contributions in general average, compensation in respect of any requisition for hire, and damages and other payments (whether awarded by any court or arbitral tribunal or by agreement or otherwise) for breach, termination or variation of any contract for the operation, employment or use of the Vessel. "Sub-Charterers' Insurances" means all policies and contracts of insurance which are from time to time taken out or entered into by any Sub-Charterers in respect of the Vessel or her Sub- Charterers' Earnings or otherwise in connection with the Vessel or her Sub-Charterers' Earnings. "Sub-Charterers' Requisition Compensation" means all compensation or other money which may from time to time be payable to any Sub-Charterers as a result of the Vessel being requisitioned for title or in any other way compulsorily acquired (other than by way of requisition for hire). "Subsidiary" is a subsidiary of another company if that other company: (a) holds a majority of the voting rights in it, or (b) is a member of it and has the right to appoint or remove a majority of its board of directors, or (c) is a member of it and controls alone, pursuant to an agreement with other members, a majority of the voting rights in it, or if it is a subsidiary of a company that is itself a subsidiary of that other company. "Tax" or "tax" means any present and future tax (including, without limitation, value added tax, consumption tax or any other tax in respect of added value or any income), levy, impost, duty or other charge or withholding of any nature (including any penalty or interest payable in connection

with any failure to pay or any delay in paying any of the same); and "Taxes", "taxes", "Taxation" and "taxation" shall be construed accordingly. "Termination" means the termination at any time of the chartering of the Vessel under this Charter. "Termination Event" means each of the events specified in paragraph (a) of Clause 49 (Termination Events). "Termination Notice" means if and as applicable, a notice of termination given under paragraph (k) or paragraph (r) of Clause 40 (Hire) or paragraph (i)(ii) of Clause 48 or paragraph (c) of Clause 51 (Termination Events). "Termination Payment Date" means: (a) in respect of a termination of this Charter in accordance with paragraph (k) of Clause 40 (Hire), the date specified by the Owners in the Termination Notice served on the Charterers pursuant to that Clause; (b) in respect of a termination of this Charter in accordance with paragraph (r) of Clause 40, the date specified by the Charterers in the Termination Notice served on the Owners pursuant to that Clause which must be at least sixty (60) days from the date of the Termination Notice; (c) in respect of a termination of this Charter in accordance with paragraph (i)(ii) of Clause 48, the date specified by the Charterers in the Termination Notice served on the Owners pursuant to that Clause which must be at least sixty (60) days from the date of the Termination Notice; (d) in respect of a Default Termination, the date specified by the Owners in the Termination Notice served on the Charterers pursuant to paragraph (c) of Clause 49 (Termination Events) in respect of such Default Termination; or (e) in respect of a Total Loss Termination, the Settlement Date in respect of the Total Loss which gives rise to such Total Loss Termination. "Third Parties Act" means the Contracts (Rights of Third Parties) Act 1999. "Title Transfer PDA" means the protocol of delivery and acceptance in relation to the Vessel to be executed between the Owners and the Charterers, substantially in the form contained in Schedule 2 (Form of Title Transfer Protocol of Delivery and Acceptance) hereto. "Total Loss" means during the Charter Period: (a) actual or constructive or compromised or agreed or arranged total loss of the Vessel; (b) the requisition for title or compulsory acquisition of the Vessel by any government or other competent authority (other than by way of requisition for hire); or (c) the capture, seizure, arrest, detention, hijacking, theft, condemnation as prize, confiscation or forfeiture of the Vessel (not falling within paragraph (b) of this definition), unless the Vessel is released and returned to the possession of the Owners or the Charterers within one hundred and eighty (180) days after the capture, seizure, arrest, detention, hijacking, theft, condemnation as prize, confiscation or forfeiture in question, and for the purpose of this Charter, (i) an actual Total Loss of the Vessel shall be deemed to have occurred at the date and time when the Vessel was lost but if the date of the loss is unknown the actual Total Loss shall be deemed to have occurred on the date on which the Vessel was last reported, (ii) a constructive Total Loss shall be deemed to have occurred at the date and time at which a notice of abandonment of the Vessel is given to the insurers of the Vessel and (iii) a compromised, agreed or arranged Total Loss shall be deemed to have occurred on the date of the relevant compromise, agreement or arrangement.

"Total Loss Proceeds" means the proceeds of the Insurances or any other compensation of any description in respect of a Total Loss in respect of a Total Loss. "Transaction Documents" means, together, this Charter, the MOA, the Security Documents and such other documents as maybe agreed by the Parties from time to time. "Unpaid Sum" means any sum due and payable but unpaid by any Obligor under the Transaction Documents. "US Dollars", "Dollars", "USD", "US$" and "$" each means available and freely transferable and convertible funds in lawful currency of the United States of America. "US Tax Obligor" means: (a) an Obligor which is resident for tax purposes in the United States of America; or (b) an Obligor some or all of whose payments under the Transaction Documents to which it is a party are from sources within the United States for US federal income tax purposes. "Variable Hire" has the meaning given under and shall be calculated in accordance with Clause 40(a)(iii) of this Charter. "Vessel" means the 173,400 M3 Liquefied Natural Gas carrier with IMO number 9857377 as more particularly described in Boxes 5 (Vessel's name, call sign and flag) to 10 (Classification Society) of this Charter. 33. Interpretations (a) In this Charter, unless the context otherwise requires, any reference to: (i) this Charter include the Schedules hereto and references to Clauses and Schedules are, unless otherwise specified, references to Clauses of and Schedules to this Charter and, in the case of a Schedule, to such Schedule as incorporated in this Charter as substituted from time to time; (ii) any statutory or other legislative provision shall be construed as including any statutory or legislative modification or re-enactment thereof, or any substitution therefor; (iii) the term "Vessel" includes any part of the Vessel; (iv) the "Owners", the "Charterers", any "Obligor", "Sub-Charterers" or any other person include any of their respective successors, permitted assignees and permitted transferees; (v) any agreement, instrument or document include such agreement, instrument or document as the same may from time to time by amended, modified, supplemented, novated or substituted; (vi) the "equivalent" in one currency (the "first currency") as at any date of an amount in another currency (the "second currency") shall be construed as a reference to the amount of the first currency which could be purchased with such amount of the second currency at the spot rate of exchange quoted by the Owners at or about 11:00 a.m. two (2) Business Days (being a day other than a Saturday or Sunday on which banks and foreign exchange markets are generally open for business in Beijing) prior to such date for the purpose of the first currency with the second currency for delivery and value on such date; (vii) "hereof", "herein" and "hereunder" and other words of similar import means this Charter as a whole (including the Schedules) and not any particular part hereof; (viii) "law" includes common or customary law and any constitution, decree, judgment, legislation, order, ordinance, regulation, rule, statute, treaty or other legislative measure in any jurisdiction or any present or future directive, regulation, request or

requirement, or official or judicial interpretation of any of the foregoing, in each case having the force of law and, if not having the force of law, in respect of which compliance is generally customary; (ix) the word "person" or "persons" or to words importing persons include, without limitation, any state, divisions of a state, government, individuals, partnerships, corporations, ventures, government agencies, committees, departments, authorities and other bodies, corporate or unincorporated, whether having distinct legal personality or not; (x) the "winding-up", "dissolution", "administration", "liquidation", "insolvency", "reorganisation", "readjustment of debt", "suspension of payments", "moratorium" or "bankruptcy" (and their derivatives and cognate expressions) of any person shall each be construed so as to include the others and any equivalent or analogous proceedings or event under the laws of any jurisdiction in which such person is incorporated or any jurisdiction in which such person carries on business; (xi) "protection and indemnity risks" means the usual risks covered by a protection and indemnity association which is a member of the International Group of P&I Club, including pollution risks, extended passenger cover and the proportion (if any) of any sums payable to any other person or persons in case of collision which are not recoverable under the hull and machinery policies by reason of the incorporation in them of clause 6 of the International Hull Clauses (1/11/02 or 1/11/03), clause 8 of the Institute Time Clauses (Hull)(1/10/83) or clause 8 of the Institute Time Clauses (Hulls)(1/11/1995) or the Institute Amended Running Down Clause (1/10/71) or any equivalent provision; (xii) a Potential Termination Event or a Termination Event which is "continuing" is a reference to a Potential Termination Event or a Termination Event which is not remedied or waived; and (xiii) words denoting the plural number include the singular and vice versa. (b) Headings are for the purpose of reference only, have no legal or other significance, and shall be ignored in the interpretation of this Charter. (c) A time of day (unless otherwise specified) is a reference to Beijing time. 34. Background (a) Pursuant to the Building Contract, the Original Buyers have agreed to purchase and the Builders have agreed to build and sell the Vessel subject to the terms and conditions therein. (b) Pursuant to the Intermediate MOA, the Charterers have agreed to purchase and the Original Buyers have agreed to sell the Vessel subject to the terms and conditions therein. (c) By a memorandum of agreement (the "MOA") of even date herewith made between the Owners (as buyers thereunder) and the Charterers (as sellers thereunder), the Owners have agreed to purchase and the Charterers have agreed to sell the Vessel subject to the terms and conditions therein. (d) If: (i) the Vessel is not delivered by the Cancellation Date (or such later date as the Owners and the Charterers may agree) (other than caused by any act or omission of any Obligor); or (ii) prior to delivery it becomes unlawful for the Owners (as buyers) to perform or comply with any or all of their obligations under the MOA or any of the obligations of the Owners under the MOA is not or ceases to be legal, valid, binding and enforceable, neither Party shall be liable to the other for any claim arising out of this Charter and this Charter shall immediately terminate and be cancelled (with the exception of

Clause 58 (Further indemnities) provided however that the Charterers shall remain obliged to pay all fees which the Charterers are obliged to pay pursuant to paragraph (a) of Clause 55 (Fees and expenses), and any such payment shall be deemed to be proportionate as to amount, having regard to the legitimate interests of the Owners, in protecting against the Owners' risk of the Charterers failing to perform their obligations under this Charter. Accordingly the Parties hereby agree that the Owners' obligation to charter the Vessel to the Charterers under this Charter is subject to the effective ultimate transfer of ownership of the Vessel to the Owners pursuant to the Building Contract, the Intermediate MOA and the MOA. 35. Pre-delivery and delivery (a) As at the date of this Charter, the Vessel is under construction by the Builders pursuant to the terms of the Building Contract. The Charterers hereby confirm that they have reviewed, received and agreed to the forms of the Building Contract (or copies thereof). (b) The Owners will deliver and the Charterers will take delivery of the Vessel under this Charter immediately, which to the extent possible shall be deemed to take place simultaneously, after the i) Builder delivers the Vessel to the Original Buyers under the Building Contract and ii) the Original Buyers deliver the Vessel to the Charterers under and subject to the terms of the Intermediate MOA upon the Delivery Date and iii) the Charterers deliver the Vessel to the Owners under the MOA immediately thereafter, subject to which, the Charterers will accept the Vessel on an "as is where is" basis on delivery under this Charter. (c) Subject to the foregoing, once the Charterers have delivered the Vessel and the Owners have accepted the Vessel under the MOA, the Charterers will be deemed to have accepted the Vessel under this Charter with any faults, deficiencies and errors of description. (d) The obligation of the Owners to purchase and take delivery of the Vessel pursuant to the MOA and to charter the Vessel to the Charterers pursuant to this Charter shall be subject to the following conditions: (i) no Termination Event or Potential Termination Event having occurred which is continuing on the date of this Charter and the Delivery Date; (ii) the representations and warranties referred to in Clause 47 (Charterers' representations and warranties) being true and correct in all material respects on the date of this Charter and the Delivery Date; (iii) the Owners shall have received the documents and evidence referred to in Clause 36 (Conditions precedent), in each case in all respects in form and substance satisfactory to it on or before the Delivery Date (unless waived by the Owners); (iv) the Delivery Date falls on or before the Cancellation Date (or such later date as may be agreed between the Owners (as buyer under the MOA) and the Charterers (as seller under the MOA)); and (v) delivery of the Vessel to (i) the Original Buyers by the Builder under and subject to the Building Contract, (ii) the Charterers by the Original Buyers under and subject to the Intermediate MOA and (iii) the simultaneous delivery of the Vessel from the Charterers to the Owners under and subject to the terms of the MOA. (e) Provided that the conditions referred to in paragraph (d) above have been fulfilled or waived with or without conditions to the satisfaction of the Owners (which shall be evidenced in writing by the Owners), the Owners and the Charterers agree that: (i) the Charterers shall, at their own expense, upon the Delivery Date arrange for the Vessel to be registered in the name of the Owners as registered owner, and procure the issue of a transcript of register, giving evidence of title which shows the Owners being registered as the registered owner and that the Vessel is free from any registered Security Interest (other than any mortgage(s) registered by the Owners in favour of the Finance Parties);

(ii) the Charterers shall take delivery of the Vessel from the Owners under this Charter (such delivery to be evidenced by a duly executed PDA) simultaneously with the acceptance of delivery of the Vessel by the Owners from the Charterers pursuant to the MOA; (iii) the Charterers will accept the Vessel: (A) on an "as is where is" basis in exactly the same form and state as the Vessel is delivered by the Charterers to the Owners pursuant to the MOA; and (B) in such form and state with any faults, deficiencies and errors of description; (iv) the acceptance of delivery of the Vessel by the Charterers from the Owners pursuant to this Charter shall take place simultaneously with the acceptance of delivery of the Vessel by (i) the Original Buyers from the Builder pursuant to the Building Contract, (ii) the Charterers from the Original Buyers pursuant to the Intermediate MOA and (iii) by the Owners from the Charterers pursuant to the MOA; and (v) the Charterers shall have no right to refuse acceptance of delivery of the Vessel into this Charter if the Vessel is delivered to the Owners pursuant to the MOA and, notwithstanding and without prejudice to the foregoing, the Owners and the Charterers nonetheless agree to enter into and execute the PDA on delivery of the Vessel under this Charter. (f) The Charterers acknowledge and agree that the Owners are not the manufacturer or original supplier of the Vessel which has been purchased by the Owners from the Charterers pursuant to the MOA, and have therefore made no representations or warranties in respect of the Vessel or any part thereof, and hereby waive all their rights in respect of any warranty or condition implied (whether statutory or otherwise) on the part of the Owners and all claims against the Owners howsoever the same might arise at any time in respect of the Vessel, or arising out of the construction, operation or performance of the Vessel and the chartering thereof under this Charter (including, without limitation, in respect of the seaworthiness or otherwise of the Vessel). (g) In particular, and without prejudice to the generality of paragraph (f) above, the Owners shall be under no liability whatsoever, howsoever arising, in respect of the injury, death, loss, damage or delay of or to or in connection with the Vessel or any person or property whatsoever, whether onboard the Vessel or elsewhere, and irrespective of whether such injury, death, loss, damage or delay shall arise from the unseaworthiness of the Vessel. For the purpose of this paragraph (g), "delay" shall include delay to the Vessel (whether in respect of delivery under this Charter or thereafter and any other delay whatsoever). 36. Conditions precedent (a) Notwithstanding anything to the contrary in this Charter, the obligations of the Owners to purchase and take delivery of the Vessel pursuant to the MOA and to charter the Vessel to the Charterers under this Charter are subject to and conditional upon the Owners' receipt of following documents and evidence (in each case in form and substance acceptable to the Owners) on or before the Delivery Date (or such other date as the Owners and the Charterers may agree) and to the extent the same have not previously been provided under the MOA: (i) an original of each of the following: (A) the duly executed Charter; (B) the duly executed MOA; (C) the following duly executed Security Documents: (I) the Charter Guarantee;

(II) the Charterers' Assignment; (III) the Managers' Undertaking; (IV) the Shares Pledge and the undertaking(s) or deed(s) set out in Clause 48(q)(i)(B); (V) Sub-Charter Assignment (if any); and (D) all documents required by any of the Security Documents set out in paragraph (C), including but not limited to the notices and acknowledgement required under such Security Documents, except for the letters of undertaking from the insurers, underwriters, protection and indemnity clubs and association which will be provided to the Owners (but provided the same will be in an agreed form acceptable to the Owners) and the acknowledgment by the Sub- Charterers (if any) to the assignment of the Sub-Charter, both of which will be required under the Charterers' Assignment and provided to the Owners in accordance with Clause 75 (Conditions subsequent); (ii) certified true copies of the memorandum and articles of association (or equivalent documents) (and all amendments thereto) of each Obligor and any other documents required to be filed or registered or issued under the laws of their jurisdiction of incorporation to establish their incorporation; (iii) certified true copies of written resolutions or (as the case may be), resolutions passed at separate meetings, in each case, of the board of directors and (if required by any legal advisors to the Owners) shareholders of each Obligor (or the relevant stakeholders as such legal advisors may specify), evidencing its approval of the Transaction Documents and the Project Documents to which it is a party and authorising appropriate officers or attorneys to execute the same and to sign all notices required to be given hereunder or thereunder on its behalf or other evidence of such approvals and authorisations as shall be acceptable to the Owners; (iv) if applicable, the original power of attorney of each Obligor under which any documents (including the Transaction Documents to which it is a party) are to be executed or transactions undertaken by that party; (v) a certified list specifying the directors and officers of each of the Obligors (together with their respective specimen signatures); (vi) if applicable, copies of all Necessary Authorisations; (vii) copies of the following: (A) the duly executed Building Contract; (B) the duly executed Intermediate MOA; (C) the duly executed Management Agreement; in each case together with all addenda, amendments or supplements; (viii) copies of the documents delivered to the Charterers under the Intermediate MOA; (ix) evidence that the contract price of the Vessel and other sums due and payable to the Original Buyers under the Intermediate MOA have been paid to the Original Buyers and fully settled; (x) evidence that: (A) all the conditions under the MOA have been satisfied or, in the Owners' opinion, will be satisfied on the Owners' Cost Payment Date;

(B) subject to Clause 75 (Conditions Subsequent), the Vessel is (or will on the Delivery Date) be insured in the manner required by the Transaction Documents including a report (at Charterers’ cost) from an insurance consultant acceptable to the Owners; (C) the Original Buyers have at their own expense taken delivery of the Vessel from the Builders according to the Building Contract and the Charterers have at their own expense taken delivery of the Vessel from the Original Buyers under the Intermediate MOA; (xi) copies of: (A) the Approved Managers' current Document of Compliance (as such term is defined pursuant to the ISM Code); (B) the Vessel's current IAPPC; (C) the Vessel's interim Classification Certificate; (xii) evidence that the fees, costs and expenses then due from the Charterers pursuant to the MOA and this Charter (including Clauses 55 (Fees and expenses) and 58 (Further indemnities)) have been paid or will be paid at such time as is agreed with the Owners; (xiii) a legal opinion issued by legal advisers to the Owners in the following jurisdictions, each in form and substance satisfactory to and agreed by the Owners (acting reasonably) (or confirmation satisfactory to the Owners that such an opinion will be given): (A) England and Wales; (B) the Marshall Islands; (C) Norway; (D) Bermuda; and (E) such other jurisdictions as the Owners may reasonably consider necessary; and (xiv) a certified copy of any duly executed Sub-Charter, if applicable, together with all addenda, amendments or supplements. (b) If the Owners in their sole discretion agree to deliver the Vessel under this Charter to the Charterers before all of the documents and evidence required by this Clause 36 have been delivered to or to the order of the Owners, the Charterers undertake to deliver all outstanding documents and evidence to or to the order of the Owners no later than seven (7) Business Days after the Delivery Date or such other date as specified by the Owners, acting in their sole discretion. The delivery of the Vessel by the Owners to the Charterers under this Charter shall not, unless otherwise notified by the Owners (acting in their sole discretion) to the Charterers in writing, be taken as a waiver of the Owners' right to require production of all the documents and evidenced required by this Clause 36. 37. Bunkers and luboils (a) At delivery the Charterers shall take over all bunkers, lubricating oil, hydraulic oil, greases, water and unbroached stores and provisions in the Vessel without cost. (b) To the extent that Clause 42 (Redelivery) applies, at redelivery the Owners shall take over all bunkers, unused lubricating oil, hydraulic oil, greases, water and unbroached provisions and other consumable stores in the Vessel at no cost.

38. Further maintenance and operation (a) The good commercial maintenance practice under Clause 10 (Maintenance and Operation) (Part II) of this Charter shall be deemed to include: (i) the maintenance and operation of the Vessel by the Charterers in accordance with (as the following are amended from time to time): (A) the relevant regulations, requirements and recommendations of the Classification Society; (B) the relevant regulations, requirements and recommendations of the country and flag of the Vessel's registry; (C) any applicable IMO regulations (including but not limited to the ISM Code, the ISPS Code and MARPOL); (D) all other applicable laws or regulations; and (E) Charterers' current standard operations and maintenance manuals; (ii) the maintenance and operation of the Vessel by the Charterers taking into account: (A) engine manufacturers' recommended maintenance and service schedules; (B) Builder's operations and maintenance manuals; and (iii) recommended maintenance and service schedules of all installed equipment and pipework. (b) In addition to the above, the Charterers shall at the request of the Owners, arrange access to class records for the Owners as available to the Charterers. (c) Any equipment that is found not to be required on board as a result of law or regulation is either to be removed at the Charterers expense or to be maintained in operable condition. (d) The title to any equipment: (i) placed on board as a result of operational requirements of the Charterers shall automatically be deemed to belong to the Owners (unless hired from or belonging to a third party) immediately upon such placement, and such equipment may only be removed: (A) with the Owners' prior written consent, (B) at the Charterers' own expense, and (C) without damage to the Vessel; and (ii) replaced, renewed or substituted shall remain with the Owners until the part or equipment which replaced it or the new or substitute part or equipment becomes property of the Owners. (e) Without prejudice to any other provisions under this Charter, the Charterers shall maintain, use and operate the Vessel with commercially reasonable care as if the Charterers were the owner of the same. 39. Structural changes and alterations (a) Unless required by the Classification Society, compulsory legislation or pursuant to the terms of any Sub-Charter, the Charterers shall make no material structural changes in the Vessel or material changes in the machinery, engines, appurtenances or spare parts thereof without in each instance first securing the Owners' consent thereto, such consent not to be unreasonably withheld or delayed, provided that: (i) any such changes do not have a material adverse effect on the Vessel's certification or the Vessel's fitness for purpose; (ii) any such changes will not diminish the value of the Vessel and/or have a material adverse effect on the safety, performance, value or marketability of the Vessel;

(iii) the Charterers shall bear all time, costs and expenses in relation to any such changes; (iv) the Charterers shall furnish the Owners with: (A) copies of all plans in relation to such changes; (B) if applicable, confirmation from the Classification Society that such changes will not adversely affect the class of the Vessel, provided always that such Classification Society agrees to issue such confirmation. Upon the occurrence of any Termination Event which is continuing, if the Owners decide to retake possession of the Vessel, the Charterers shall at their expense restore the Vessel to its former condition unless the changes made are carried out: (A) to improve the performance, operation or marketability of the Vessel; or (B) as a result of a regulatory compliance. (b) Any improvement, structural changes or new equipment becoming necessary for the continued operation of the Vessel by reason of new class requirements or by compulsory legislation shall be for the Charterers' account and the Charterers shall not have any right to recover from the Owners any part of the cost for such improvements, changes or new equipment either during the Charter Period or, to the extent that Clause 42 (Redelivery) applies, at redelivery of the Vessel. The Charterers shall give written notice to the Owners of any such improvement, structural changes or new equipment. 40. Hire (a) In consideration of the Owners' agreement to charter the Vessel to the Charterers pursuant to the terms hereof, the Charterers agree to pay to the Owners the following sums on the relevant dates as follows: (i) on the Delivery Date, the amount of US Dollars Fifty Million One Hundred Thousand (US$50,100,000) provided that this amount shall be reduced to US$31,700,000 if an Approved Time Charter acceptable to the Owners is entered into at least 45 days prior to delivery (or at least 60 days prior to delivery if, subject to the consent of the Owners, the relevant Approved Time Charterer is not one of the entities specifically named in the definition thereof) (the "Advance Hire") provided that: (A) the Advance Hire shall be subject to netting against the Purchase Price in accordance with the terms of the MOA; (B) the Advance Hire shall not constitute any part of the Hire; and (C) the Advance Hire shall be non-refundable; (ii) on each and every Hire Payment Date, by way of fixed hire (each a "Fixed Hire") an amount calculated as being 1/40 of (the Actual Owners’ Costs less the Purchase Obligation Price); (iii) on each and every Hire Payment Date, by way of variable hire (each such payment, a "Variable Hire") then payable. The amount of Variable Hire payable on each Hire Payment Date is calculated by multiplying (A) the Cost Balance immediately prior to the relevant Hire Payment Date by (B) the aggregate of the Margin and the then Applicable Rate and (C) a fraction whose denominator is three hundred and sixty (360) and numerator is the number of days in the applicable Hire Period. (b) The Hire shall be paid to the Owners’ Account in advance before 4:00 p.m. (Beijing time) on each Hire Payment Date (in respect of which time is of the essence). (c) Any payment provided herein due on any day which is not a Business Day shall be payable on the immediately preceding Business Day.

(d) All payments under this Charter shall be made to the account opened in the name of the Owners as specified in Box 26 (Part I) or such other account opened in the name of the Owners (the "Owners' Account") with such bank as the Owners may choose, the details of which shall be notified by the Owners to the Charterers no later than five (5) Business Days prior to the Delivery Date (or such other account as the Owners may notify the Charterers in writing from time to time) for credit to the account of the Owners. (e) Following delivery of the Vessel to, and acceptance by, the Charterers under this Charter, the Charterers' obligation to pay Hire in accordance with this Clause 40 (Hire) shall be absolute irrespective of any contingency whatsoever including but not limited to: (i) any set-off, counterclaim, recoupment, defence or other right which the Charterers may have against the Owners, the Finance Parties or any other third party (unless otherwise agreed between the Owners and the Charterers); (ii) any unavailability of the Vessel, for any reason, including but not limited to any action or inaction by any sub-charterer, seaworthiness, condition, design, operation, merchantability or fitness for use or purpose of the Vessel or any apparent or latent defects in the Vessel or its machinery and equipment or the ineligibility of the Vessel for any particular use or trade or for registration of documentation under the laws of any relevant jurisdiction or lack of registration or the absence or withdrawal of any consent required under the applicable law of any relevant jurisdiction for the ownership, chartering, use or operation of the Vessel or any damage to the Vessel; (iii) any lack or invalidity of title or any other defect in title; (iv) any failure or delay on the part of either Party to this Charter, whether with or without fault on its part, in performing or complying with any of the terms, conditions or other provisions of this Charter; (v) any insolvency, bankruptcy, reorganisation, arrangement, readjustment of debt, dissolution, administration, liquidation or similar proceedings by or against the Owners, the Charterers or any Sub-Charterers, or any change in the constitution of the Owners, the Charterers or any Sub-Charterers; (vi) any invalidity or unenforceability or lack of due authorisation of or any defect in this Charter or any Sub-charter (where applicable); or (vii) any other cause which would but for this provision have the effect of terminating or in any way affecting the obligations of the Charterers hereunder, it being the intention of the Parties that the provisions of this Clause 40 (Hire), and the obligation of the Charterers to pay Hire and make any payments under this Charter, shall survive any frustration and that, save as expressly provided in this Charter, no moneys paid under this Charter by the Charterers to the Owners shall in any event or circumstance be repayable to the Charterers). (f) All payments of Hire and all other Unpaid Sums to the Owners pursuant to this Charter and the other relevant Transaction Documents shall be made in immediately available funds in USD, free and clear of, and without deduction for or on account of, any Taxes, unless the Charterers are required by law or regulation to make any such payment of Hire subject to such taxes. (g) In the event that the Charterers are required by any law or regulation to make any deduction or withholding on account of any taxes which arise as a consequence of any payment due under this Charter (except income taxes or taxes on the overall profits of the Owners), then: (i) the Charterers shall notify the Owners promptly after they become aware of such requirement; (ii) the Charterers shall remit the amount of such taxes to the appropriate taxation authority within any applicable time limits and in any event prior to the date on which penalties attach thereto; and

(iii) such payment shall be increased by such amount as may be necessary to ensure that the Owners receive a net amount which, after deducting or withholding such taxes, is equal to the full amount which the Owners would have received had such payment not been subject to such taxes. (h) The Charterers shall forward to the Owners evidence satisfactory to the Owners that any such taxes have been remitted to the appropriate taxation authority within thirty (30) days of the expiry of any time limit within which such taxes must be so remitted or, if earlier, the date on which such taxes are so remitted. (i) If the Charterers fail to pay any amount payable by it under a Transaction Document on its due date, interest shall accrue on the Unpaid Sum from the due date up to the date of actual payment (both before and after judgment) at a rate which is two per cent (2%) per annum higher than the rate which would have been payable if the Unpaid Sum had, during the period of non-payment, constituted the Cost Balance in the currency of the Unpaid Sum for successive Hire Periods. Any interest accruing under this paragraph (i) shall be immediately payable by the Charterers on demand by the Owners. Default interest (if unpaid) arising on an Unpaid Sum will be compounded with the Unpaid Sum at the end of each period selected by the Owners but will remain immediately due and payable. (j) In the event that this Charter is terminated for whatever reason, the Charterers' obligation to pay Hire and such other Unpaid Sum which (in each case) has accrued due before such termination, and which remains unpaid at the date of such termination, shall continue notwithstanding such termination. (k) In the event that it becomes unlawful or it is prohibited for either the Owners or the Charterers to charter the Vessel pursuant to this Charter, then the Owners and Charterers shall, if and to the extent that such new or changed law or regulation or such interpretation or application permit, notify the other Party of the relevant event and negotiate in good faith for a period of thirty (30) days from the date of the receipt of the relevant notice by the other Party to agree an alternative. If such agreement is not reached within such thirty (30)-day period, the Charterers agree that, in such circumstances, the Owners shall have the right to terminate this Charter by delivering to the Charterers a Termination Notice, whereupon the Charterers shall be obliged to pay to the Owners the Early Termination Amount on the Termination Payment Date. The terms of Clause 52(c)-(f) shall then apply following the payment of such Early Termination Amount. (l) Subject to paragraph (n) below, the Charterers shall, within ten (10) Business Days of a demand by the Owners, pay to the Owners the amount of any Increased Costs incurred directly by the Owners as a result of (i) the introduction of or any change in (or in the interpretation, administration or application of) any law or regulation or (ii) compliance with any law or regulation made after the date of this Charter. (i) "Increased Costs" means: (A) a reduction in the rate of return from the Hire or on the Owners' overall capital; (B) an additional or increased cost; or (C) a reduction of any amount due and payable under any Transaction Document, which is incurred or suffered by the Owners to the extent that it is attributable to the Owners having entered into any Transaction Document or funding or performing its obligations under any Transaction Document. (m) The Owners shall notify the Charterers of any claim arising from paragraph (l) above (and of the event giving rise to such claim). The Owners shall, as soon as practicable after having made a demand in respect of such claim, provide a certificate confirming the amount of its Increased Costs. (n) Paragraph (l) above does not apply to the extent any Increased Costs is: (i) compensated for by a payment made under paragraph (g)(iii) above; or

(ii) attributable to the wilful breach by the Owners of any law or regulation. (o) Any certificate or statement signed by an authorised signatory of the Owners purporting to show the amount of the Debt (or any part of the Debt) or any other amount referred to in any Transaction Document shall, save for manifest error or on any question of law, be conclusive evidence as against the Charterers of that amount. The Owners shall, as soon as practicable after receipt of a request of the Charterers, send to the Charterers such details as may reasonably be required by the Charterers setting out the manner in which any such amount has been calculated provided that any such amount, except in the case of manifest error or on any question of law, shall be payable irrespective of whether the Charterers are satisfied with the form or content of any such detail, document or calculation. (p) If a change in any currency occurs, this Charter will, to the extent the Owners and the Charterers agree to be necessary, be amended to comply with any generally accepted conventions and market practice in the relevant market and otherwise to reflect the change in currency. (q) (i) If no Screen Rate is available for LIBOR for that relevant period, the applicable LIBOR shall be the Interpolated Screen Rate for a period equal in length to that relevant period; and (ii) If no Screen Rate is available for LIBOR for that relevant period and it is not possible to calculate the Interpolated Screen Rate, the applicable LIBOR shall be the Reference Bank Rate as of 11:00a.m. London time for USD and for a period equal in length to that relevant period. (iii) In this Charter a Market Disruption Event shall occur if: (A) at or about noon on the Quotation Day for a Hire Period, LIBOR is not available and the Owners is unable to obtain quotes from leading banks in the London interbank market enabling it to determine LIBOR for the relevant Hire Period; or (B) before close of business in London on the Applicable Rate Determination Date for a Hire Period, the Owners notify the Charterers that the cost to it of funding the Cost Balance from whatever source it may reasonably select for that Hire Period would be in excess of LIBOR. (iv) If a Market Disruption Event has occurred in relation to that Hire Period, the Applicable Rate shall be the rate which expresses as a percentage rate per annum the cost to the Owners of the Cost Balance from whatever source it may reasonably select. (v) If a Market Disruption Event occurs and the Owners and/or the Charterers so require, the Owners and the Charterers shall enter into negotiations (for a period of not more than 30 days) with a view to agreeing a substitute basis (replacing LIBOR) for determining the Variable Hire. Any alternative basis so agreed shall, with the prior consent of the Charterers and the Owners, be binding on all of the Parties. In the absence of such agreement, the Variable Hire shall be determined in accordance with Sub-clause(ii) above. (r) Discontinuance of LIBOR If LIBOR is discontinued, the Parties agree to substitute an alternative benchmark for determining the Variable Hire based on the Secured Overnight Financing Rate (SOFR) or other prevailing market practice specified by the Owners having regard to the legal and regulatory requirements applicable to any of them. In the absence of any agreement after sixty (60) days of discussion, the Charterers shall have the right to terminate this Charter by delivering a Termination Notice to the Owners, whereupon the Charterers shall be obliged to pay to the Owners the Early Termination Amount on the Termination Payment

Date. The terms of Clause 52(c)-(f) shall then apply following the payment of such Early Termination Amount. 41. Insurance (a) During the Agreement Term, the Charterers shall at their expense keep the Vessel insured against fire and usual marine risks (including hull and machinery and excess risks), oil pollution liability risks, war and protection and indemnity risks (and any risks against which it is compulsory to insure for the operation for the Vessel and such other risks of whatsoever nature and however arising as reasonably required by the Owner, if such a cover is available in the marine insurance market at a reasonable cost)1 in US Dollars with insurers and/or underwriters having a rating of at or above A - by AM Best and/ or BBB+ by S&P or any other international, reputable maritime insurance company acceptable to the Owners. (b) Such insurances shall be arranged by the Charterers to protect the interests of the Owners, the Charterers and (if any) the mortgagee of the Vessel or such other relevant Finance Party, and the Charterers shall be at liberty to protect under such insurances the interests of any Approved Manager. (c) Insurance policies shall cover the Owners, the Charterers and (if any) the Finance Parties according to their respective interests. Subject to the approval of the Owners (acting on the instructions or with the approval of the Finance Parties (in each case if applicable)) and the insurers, the Charterers shall effect all insured repairs and shall undertake settlement and reimbursement from the insurers of all costs in connection with such repairs as well as insured charges, expenses and liabilities to the extent of coverage under the insurances herein provided for. (d) The Charterers shall also remain responsible for and effect repairs and settlement of costs and expenses incurred thereby in respect of all other repairs not covered by the insurances and/or not exceeding any possible franchise(s) or deductibles provided for in the insurances. (e) The Charterers shall arrange that, at any time during the Agreement Term, the hull and machinery and war risks insurance shall be in an amount which equals one hundred and twenty per cent (120%) of the applicable Purchase Option Price at that time. (f) The terms of the hull and machinery insurance and the identity of the insurers shall be acceptable to the Owners and (if any) the Finance Parties. The Vessel shall be entered in a P&I Club which is a member of the International Group of Protection and Indemnity Association (or if the International Group of Protection and Indemnity Association ceases to exist, such P&I Club as may be approved by the Owners and (if any) the Finance Parties) on customary terms and shall be covered against liability for pollution claims in an amount not less than US Dollars one billion (US$1,000,000,000). The P&I cover shall be placed with a P&I Club acceptable to the Owners and (if any) the Finance Parties. All insurances shall include customary protection in favour of the Owners and (if any) the Finance Parties as notice of cancellation and exclusion from liability for premiums or calls. The insurance policies or cover notes for the hull and machinery insurance shall name the Owners as co- assured, endorsing its rights and interests. The Owners shall be entered as a member for the P&I cover and war risks insurance. (g) The Charterers shall not alter the terms of any of the Insurances nor allow any person (except the Approved Manager) to be co-assured under any of the Insurances without the prior written consent of the Owners and, if applicable, the Finance Parties, and will supply the Owners and, if applicable, the Finance Parties from time to time on request with such information as the Owners and, if applicable, any Finance Party may in their discretion require with regard to the Insurances and the brokers, underwriters or associations through or with which the Insurances are placed.

(h) The Charterers undertake duly and punctually to pay all premiums, calls and contributions, and all other sums at any time payable in connection with the Insurances, and, at their own expense, to arrange and provide any guarantees from time to time required by any protection and indemnity or war risks association. Upon request, the Charterers shall provide the Owners and/or such Finance Party with (i) copies of all invoices issued by the brokers, underwriters or associations in respect of such premiums calls, contributions and other sums, and (ii) evidence satisfactory to the Owners and/or such Finance Party that such premiums, calls, contributions and other sums have been duly and punctually paid; that any such guarantees have been duly given; and that all declarations and notices required by the terms of any of the Insurances to be made or given by or on behalf of the Charterers to brokers, underwriters or associations have been duly and punctually made or given. (i) The Charterers will comply in all respects with all terms and conditions of the Insurances and will make all such declarations to brokers, underwriters and associations as may be required to enable the Vessel to operate in accordance with the terms and conditions of the Insurances. The Charterers will not do, nor permit to be done, any act, nor make, nor permit to be made, any omission, as a result of which any of the Insurances may become liable to be suspended, cancelled or avoided, or may become unenforceable, or as a result of which any sums payable under or in connection with any of the Insurances may be reduced or become liable to be repaid or rescinded in whole or in part. In particular, but without limitation, the Charterers will not permit the Vessel to be employed other than in conformity with the Insurances without first taking out additional insurance cover in respect of that employment in all respects to the satisfaction of the Owners and, if applicable, the Finance Parties, and the Charterers will promptly notify the Owners and, if applicable, the Finance Parties of any new requirement imposed by any broker, underwriter or association in relation to any of the Insurances. (j) The Charterers shall: (i) at least fourteen (14) days before the expiry of any Insurances notify the Owners (copied to their financiers (if any)) of the brokers (or other insurers) and any protection and indemnity or war risks association through or with whom the Charterers propose to renew that Insurance and of the proposed terms of renewal and obtain the Owners' approval to such matters; (ii) at least seven (7) days before the expiry of any Insurance, procure that such obligatory insurance is renewed or to be renewed on its expiry date in accordance with the provisions of this Charter; (iii) procure that the approved brokers and/or the war risks and protection and indemnity associations with which such a renewal is effected shall promptly after the renewal or the effective date of the new insurance and protection and indemnity cover notify the Owners (copied to their financiers (if any)) in writing of the terms and conditions of the renewal; (iv) as soon as practicable after the expiry of any Insurances, deliver to the Owners a letter of undertaking in respect of such Insurances for the Vessel as renewed together with copies of the relevant policies or cover notes or entry certificates duly endorsed with the interest of the Owners and/or their financiers (if any); and (v) if the terms of any Insurances are to be renewed but with amendments in any material respect, to provide the Owners with the proposed terms of renewal of such Obligatory Insurances so that the Owners may submit the same to an insurance consultant for review reasonably in advance and if required by the Owners, the Charterers shall procure that the terms of all Obligatory Insurances shall be revised. (k) The Charterers shall deliver to the Owners and, if applicable, the Finance Parties certified copies (and, if required by the Owners and/or (if applicable) any Finance Parties, the originals) of all policies, certificates of entry (endorsed with the appropriate loss payable clauses as may be required by the Owners and the Finance Parties from time to time) and other documents relating to the Insurances (including, without limitation, receipts

for premiums, calls or contributions) and shall procure that letters of undertaking in such form as the Owners and, if applicable, the Finance Parties may approve shall be issued to the Owners and, if applicable, the Finance Parties by the brokers through which the Insurances are placed (or, in the case of protection and indemnity or war risks associations, by their managers). If the Vessel is at any time during the Agreement Term insured under any form of fleet cover, the Charterers shall procure that those letters of undertaking contain confirmation that the brokers, underwriters or association (as the case may be) will not set off claims relating to the Vessel against premiums, calls or contributions in respect of any other vessel or other insurance, and that the insurance cover of the Vessel will not be cancelled by reason of non-payment of premiums, calls or contributions relating to any other vessel or other insurance. Failing receipt of those confirmations, the Charterers will instruct the brokers, underwriters or association concerned to issue a separate policy or certificate for the Vessel in the sole name of the Charterers or of the Charterers' brokers as agents for the Charterers. (l) Upon the Owners' request, the Charterers shall provide the Owners and, if applicable, the Finance Parties with full information available to the Charterers regarding any casualty or other accident or damage to the Vessel, including, without limitation, any communication with all parties involved in case of a claim under any of the Insurances. (m) The Charterers agree that, at any time after the occurrence of a Termination Event which is continuing, the Owners and, if applicable, the Finance Parties shall be entitled to collect, sue for, recover and give a good discharge for all claims in respect of any of the Insurances; to pay collecting brokers the customary commission on all sums collected in respect of those claims; to compromise all such claims or refer them to arbitration or any other form of judicial or non-judicial determination; and otherwise to deal with such claims in such manner as the Owners and, if applicable, the Finance Parties shall in their discretion think fit. (n) Whether or not a Termination Event shall have occurred, the proceeds of any claim under any of the Insurances in respect of a Total Loss shall be paid and applied in accordance with Clause 54 (Total Loss). (o) In the event of any claim in respect of any of the Insurances (other than in respect of a Total Loss), if the Charterers shall fail to reach agreement with any of the brokers, underwriters or associations for the immediate restoration of the Vessel, or for payment to third parties, within such time as the Owners and, if applicable, the Finance Parties may stipulate, the Owners and, if applicable, the Finance Parties shall be entitled to require payment to itself. In the event of any dispute arising between the Charterers and any broker, underwriter or association with respect to any obligation to make any payment to the Charterers or to the Owners and/or (if applicable) the Finance Parties under or in connection with any of the Insurances, or with respect to the amount of any such payment, the Owners and/or (if applicable) the Finance Parties shall be entitled to settle that dispute directly with the broker, underwriter or association concerned. Any such settlement shall be binding on the Charterers. (p) (i) The Owners agree that any amounts which may become due under any protection and indemnity entry or insurance shall be paid to the Charterers to reimburse the Charterers for, and in discharge of, the loss, damage or expense in respect of which they shall have become due, unless, at the time the amount in question becomes due, a Termination Event shall have occurred and is continuing, in which event the Owners shall be entitled to receive the amounts in question and to apply them either in reduction of the Early Termination Amount owed by the Charterers pursuant to paragraph (d) of Clause 49 (Termination Events) or, at the option of the Owners, to the discharge of the liability in respect of which they were paid. (ii) Without prejudice to the foregoing, all other claims in relation to the Insurances (other than in respect of a Total Loss), shall, unless and until the occurrence of a Termination Event which is continuing, in which event all claims under the relevant policy shall be payable directly to the Owners, be payable as follows:

(A) a claim in respect of any one casualty where the aggregate claim against all insurers does not exceed the Major Casualty Amount, prior to adjustment for any franchise or deductible under the terms of the relevant policy, shall be paid directly to the Charterers (as agent for the Owners) for the repair, salvage or other charges involved or as a reimbursement if the Charterers fully repaired the damage to the satisfaction of the Owners and paid all of the salvage or other charges; (B) a claim in respect of any one casualty where the aggregate claim against all insurers exceeds the Major Casualty Amount prior to adjustment for any franchise or deductible under the terms of the relevant policy shall be payable directly to the Owners unless the Owners have, by prior written consent, agreed for such claim to be paid to the Charterers as and when the Vessel is restored to her former state and condition and the liability in respect of which the insurance loss is payable is discharged, and provided that the insurers may with such consent make payment on account of repairs in the course of being effected. (q) The Charterers shall not settle, compromise or abandon any claim under or in connection with any of the Insurances (other than a claim of less than the Major Casualty Amount arising other than from a Total Loss) without the prior written consent of the Owners and, if applicable, the Finance Parties. (r) If the Charterers fail to effect or keep in force the Insurances, the Owners may (but shall not be obliged to) effect and/or keep in force such insurances on the Vessel (including, without limitation, any freight, demurrage and defence cover) and such entries in protection and indemnity or war risks associations as the Owners in their discretion consider desirable, and the Owners may (but shall not be obliged to) pay any unpaid premiums, calls or contributions. The Charterers will reimburse the Owners from time to time on demand for all such premiums, calls or contributions paid by the Owners, together with interest calculated in accordance with paragraph (r) of Clause 40 (Hire) from the date of payment by the Owners until the date of reimbursement. (s) The Charterers shall comply strictly with the requirements of any legislation relating to pollution or protection of the environment which may from time to time be applicable to the Vessel in any jurisdiction in which the Vessel shall trade and in particular the Charterers shall comply strictly with the requirements of the United States Oil Pollution Act 1990 (the "Act") if the Vessel is to trade in the United States of America and Exclusive Economic Zone (as defined in the Act). Before any such trade is commenced and during the entire period during which such trade is carried on, the Charterers shall: (i) pay any additional premiums required to maintain protection and indemnity cover for oil pollution up to the limit available to the Charterers for the Vessel in the market; and (ii) make all such quarterly or other voyage declarations as may from time to time be required by the Vessel's protection and indemnity association in order to maintain such cover, and promptly deliver to the Owners and, if applicable, the Finance Parties copies of such declarations; and (iii) submit the Vessel to such additional periodic, classification, structural or other surveys which may be required by the Vessel's protection and indemnity insurers to maintain cover for such trade and promptly deliver to the Owners and, if applicable, the Finance Parties copies of reports made in respect of such surveys; and (iv) implement any recommendations contained in the reports issued following the surveys referred to in sub-paragraph 42(s)(iii) above within the relevant time limits, and provide evidence satisfactory to the Owners and, if applicable, the Finance Parties that the protection and indemnity insurers are satisfied that this has been done; and

(v) in addition to the foregoing (if such trade is in the United States of America and Exclusive Economic Zone): (A) obtain and retain a certificate of financial responsibility under the Act in form and substance satisfactory to the United States Coast Guard and provide the Owners with evidence of the same; (B) procure that the protection and indemnity insurances do not contain a US Trading Exclusion Clause or any other analogous provision and provide the Owners with evidence that this is so; and (C) comply strictly with any operational or structural regulations issued from time to time by any relevant authorities under the Act so that at all times the Vessel falls within the provisions which limit strict liability under the Act for oil pollution. (t) The Owners shall be at liberty to, in relation to the Vessel, take out Lessor's or Innocent Owners' Interest Insurance and Lessor's Additional Peril (Pollution) insurance on such terms and conditions as the Owners may from time to time decide. The Charterers shall from time to time upon the Owners' demand reimburse the Owners for all costs, premiums and expenses paid or incurred by the Owners in connection with such Lessor's or Innocent Owners' Interest Insurance and Lessor's Additional Peril (Pollution) insurance, but only to the extent corresponding to each of the Lessor's or Owners' Interest Insurance or Lessor's Additional Peril (Pollution) insurance for an amount not exceeding one hundred and twenty per cent (120%) of the then current Cost Balance. (u) Any Finance Party shall be at liberty to take out a Mortgagees' Interest Insurance in relation to the Vessel on such terms and conditions as that Finance Party may from time to time decide.. The Charterers shall from time to time upon the Owners' demand reimburse the Owners for all costs, premiums and expenses paid or incurred by the Owners or that Finance Party in connection with such Mortgagees' Interest Insurance, but only to the extent corresponding to a Mortgagee's Interest Insurance for an amount not exceeding one hundred and twenty per cent. (120%) of the amount then outstanding under any loan made available by the Finance Parties pursuant to any Finance Documents. (v) If any of the Insurances form part of any fleet cover, the Charterers shall procure that the insurance broker(s), or leading insurer, as the case may be, undertakes to the Owners and their financiers (if any) that such insurance broker or insurer will not set off against any sum recoverable in respect of a claim relating to the Vessel under such Insurances any premiums due in respect of any other vessel under any fleet cover of which the Vessel forms a part or any premium due for other Insurances, they waive any lien on the policies, or any sums received under them, which they might have in respect of such premiums, and they will not cancel such Insurances by reason of non-payment of such premiums or other amounts, and will arrange for a separate policy to be issued in respect of the Vessel forthwith upon being so requested by the Owners and/or their financiers (if any) and where practicable. 42. Redelivery Upon the occurrence of any Termination Event which is continuing, if the Owners decide to retake possession of the Vessel pursuant to paragraph (g) of Clause 49 (Termination Events), then the Charterers shall, at their own cost and expense, redeliver or cause to be redelivered the Vessel to the Owners at a safe, ice free port reasonably nominated solely by the Owners where the Vessel would be afloat at all times in a ready safe berth or anchorage, in accordance with Clauses 42 (Redelivery), 43 (Redelivery conditions) and 44 (Diver's inspection at redelivery). 43. Redelivery conditions (a) In addition to what has been agreed in Clauses 42 (Redelivery) (Part II) and 42 (Redelivery), the condition of the Vessel shall at redelivery be as follows: (i) the Vessel shall be free of any class and statutory recommendations affecting its trading certificates;

(ii) the Vessel must be redelivered with all equipment and spares or replacement items listed in the delivery inventory carried out pursuant to Clause 9 (Inventories, Oil and Stores) (Part II) and any spare parts on board or on order for any equipment installed on the Vessel following delivery (provided that, any such items which are on lease or hire purchase and which are necessary to stay on board the Vessel in order that the Vessel may comply with the requisite requirements of the Classification Society and other applicable requirements for national and/or international trading requirements shall be replaced with items of an equivalent standard and condition fair wear and tear excepted)); all records, logs, plans, operating manuals and drawings, spare parts onboard shall be included at the time of redelivery in connection with a transfer of the Vessel or such other items as are then in the possession of the Charterers shall be delivered to the Owners; (iii) the Vessel must be redelivered with all national and international trading certificates and hull/machinery survey positions for both class and statutory surveys free of any overdue recommendation and qualifications valid and un- extended for a period of at least six (6) months beyond the redelivery date; (iv) all of the Vessel's ballast tank coatings to be maintained in "Fair" (as such term (or its equivalent) may be defined and/or interpreted in the relevant survey report) condition as appropriate for the Vessel's age at the time of redelivery, fair wear and tear excepted; (v) the Vessel shall have not have any outstanding flag or class surveys or inspections due within six (6) months after the date of redelivery and have its continuous survey system up to date; (vi) the Vessel must be re-delivered with accommodation and common spaces for crew and officers substantially in the same condition as at the Delivery Date, free of damage over and above fair wear and tear, clean and free of infestation and odours; with cargo spaces generally fit to carry the cargoes originally designed and intended for the Vessel; with main propulsion equipment, auxiliary equipment, cargo handling equipment, navigational equipment, etc., in such operating condition as provided for in this Charter fair wear and tear excepted; (vii) the condition of the cargo holds to be in accordance with the maintenance regime undertaken by the Charterers during the Charter Period since delivery with allowance for legitimate cargoes carried since the last major maintenance programme; (viii) at the costs and expenses of the Charterers, a final joint report from the surveyors appointed by the Owners and the Charterers respectively shall be carried out as to the condition of the Vessel and a list of agreed deficiencies if any shall be drawn up; (ix) the anti-fouling coating system applied at the last scheduled dry-docking shall be in accordance with prevailing regulations at the time of application; (x) the funnel markings and name (unless being maintained by the Owners following redelivery) shall be painted out by the Charterers; and (xi) recently taken lube oil samples for all major machinery shall be made available within one (1) week of redelivery and results forwarded to Owners' technical management for review. (b) At redelivery, the Charterers shall ensure that the Vessel shall meet the following performance levels (which where relevant shall be determined by reference to the Vessel's log books): (i) all equipment controlling the habitability of the accommodation and service areas to be in proper working order, fair wear and tear excepted; and (ii) available deadweight to be within one per cent (1%) of that achieved at delivery (as the same may be adjusted as a result of any upgrading, modifications, alterations or

repairs of the Vessel carried out in accordance with this Charter (such adjustment to be agreed between the Owners and Charterers at the time such work is to be undertaken). (c) The Owners and Charterers shall each appoint (at the Charterers' cost and expense) surveyors for the purpose of determining and agreeing in writing the condition of the Vessel at redelivery. (d) If the Vessel is not in the condition or does not meet the performance criteria required by this Clause 43, a list of deficiencies together with the costs of repairing/remedying such deficiencies shall be agreed by the respective surveyors. (e) The Charterers shall be obliged to repair any class items restricting the operation or trading of the Vessel prior to redelivery. (f) The Charterers shall be obliged to repair/remedy all such other deficiencies as are necessary to put the Vessel into the return condition required by this Clause 43. (g) Until such time as any compensatory amount in respect of any repairs/remedial work outstanding as at redelivery has been paid in accordance with the terms of this Charter and the Vessel has been redelivered, the Charterers shall continue to pay the Hire in accordance with the terms of this Charter. 44. Diver's inspection at redelivery (a) Unless the Vessel is returned in dry-dock, a diver's inspection is required to be performed at the time of redelivery. (b) The Charterers shall, at the written request of the Owners, arrange at the Charterers' time and expense for an underwater inspection by a diver approved by the Classification Society immediately prior to the redelivery. (c) A video film of the inspection shall be made. The extent of the inspection and the conditions under which it is performed shall be to the satisfaction of the Classification Society. (d) (If damage to the underwater parts is found affecting the Vessel's class, the Charterers shall arrange, at their time and costs, for the Vessel to be dry-docked and repairs carried out to the satisfaction of the Classification Society and if damage to the underwater parts is found but such damage does not affect the Vessel's class and the Classification Society approves the postponement of repair of such damage until the next regular dry-docking of the Vessel, the Owners may (acting reasonably) agree that such repairs to be done after redelivery without immediate dry-docking provided that (i) the Charterer undertakes to indemnify the Owners any costs and expenses that the Owners may incur in repairing the damage to the satisfaction of the Classification Society and (ii) a deposit sufficient to cover the estimated repair cost has been paid to the Owners. (e) If the conditions at the port of redelivery are unsuitable for such diver's inspection, the Charterers shall take the Vessel (in Owners' time but at Charterers' expense) to a suitable alternative place nearest to the redelivery port unless an alternative solution is agreed. All costs relating to any diver's inspection shall be borne by the Charterers. 45. Owners' mortgage (a) The Charterers: (i) acknowledge that the Owners, on the basis that the Owners comply with paragraph(b)(i) below, are entitled and do intend to enter or have entered into certain funding arrangements with the Finance Parties in order to finance part of the Actual Owners' Cost, which funding arrangements may be secured, inter alia, by ship mortgage(s) over the Vessel and (along with other related matters) the relevant Finance Documents. Such mortgage shall be limited to the amount corresponding to 120% of the Purchase Price.;

(ii) consent to any assignment of the Owners' rights, title and interest in and to this Charter, the Insurances, Sub-Charterers' Insurances, Earnings, Sub-Charterers' Earnings, Requisition Compensation and Sub-Charterers' Requisition Compensation (including the Owners' rights, title and interest in and to such property as assigned by the Charterers and/or the Sub-Charterers (as applicable) in favour of the Owners pursuant to the Charterers' Assignment and/or the Sub-Charterers' Assignment) and any Transaction Document to which it is a party in favour of the Finance Parties pursuant to the relevant Finance Documents subject to the Financing Party entering into a Quiet Enjoyment Letter pursuant to paragraph (b)(i) below; and (iii) without limiting the generality of paragraph (n) of Clause 48 (Charterers' undertakings), undertake to execute, provide or procure the execution or provision (as the case may be) of such further reasonably information or document as are necessary to effect the assignment referred to in paragraph (ii) above. (b) The Owners undertake that: (i) in the absence of any Termination Event which is continuing, the Owners shall procure that the Finance Party which will be a mortgagee of the Vessel shall execute in favour of the Charterers and the Charter Guarantor a Quiet Enjoyment Letter; (ii) if any Sub-Charterers who are chartering the Vessel on a bareboat basis or on a time charter fixed for a period exceeding twenty-four (24) months from the Charterers as disponent owner so requests, and provided that: (A) the Charterers have executed an assignment (in form and substance acceptable to the Owners) by way of security of the Charterers' rights, title and interests in and to the relevant Sub-Charter; (B) if applicable, the Sub-Charterers have executed a Sub-Charterers' Assignment; (C) to the extent that any prior written consent from such Sub-Charterers is required before the Charterers may assign by way of security referred to in sub-paragraph (b)(ii)(A) above, the Charterers have procured to be delivered to the Owners evidence that such Sub- Charterers have granted such prior written consent; (D) the Charterers have delivered to the Owners all documents required by such assignment referred to in this Clause 45(b)(ii) including, without limitation, all other notices of assignment and used reasonable endeavours to procure delivery of any other acknowledgements thereof (each in form and substance acceptable to the Owners (acting reasonably), including cure rights in favour of the Owners; and (E) the Charterers have procured to be delivered to the Owners any relevant legal opinions (in form and substance acceptable to the Owners) reasonably required by the Owners in relation to such assignment and its execution, the Owners shall use reasonable endeavours to ensure that the Finance Party which will be a mortgagee of the Vessel shall execute in favour of the Sub-Charterers a Sub-Charter Quiet Enjoyment Letter. All costs properly incurred by the Owners in respect of any action taken by the Owners under sub-paragraph (ii) above will be borne by the Charterers. (c) No Finance Party may create security over the Vessel other than for the purpose of securing the Finance Documents.

46. Transport documents The Charterers shall use their standard documents, waybills and conditions of carriage in the carriage of goods. Such documents, waybills and standard conditions shall comply with compulsory applicable legislation. 47. Charterers' representations and warranties (a) The Charterers represent and warrant to the Owners on the date of this Charter and (by reference to the facts and circumstances then pertaining) on the Delivery Date and each Hire Payment Date as follows (except that (1) the representation and warranty contained in paragraph (vii) and (xxiv) below shall only be made on the date of this Charter and on the Delivery Date, and (2) the representations and warranties in paragraph (ii) below shall only be made on the date of this Charter): (i) Status and due authorisation: each Obligor is a corporation, limited partnership or limited liability company duly incorporated or formed under the laws of its jurisdiction of incorporation or formation (as the case may be) with power to enter into the Transaction Documents and the Project Documents (to which it is a party) and to exercise its rights and perform its obligations under the Transaction Documents and the Project Documents (to which it is a party) and all corporate and other action required to authorise its execution of the Transaction Documents and the Project documents (to which it is a party) and its performance of its obligations thereunder has been duly taken; (ii) No deductions or withholding: under the laws of the Obligors' respective jurisdictions of incorporation or formation in force at the date hereof, none of the Obligors will be required to make any deduction or withholding from any payment it may make under any of the Transaction Documents; (iii) Claims pari passu: under the laws of the Obligors' respective jurisdictions of incorporation or formation in force at the date hereof, the payment obligations of each Obligor under each Transaction Document to which it is a party, rank at least pari passu with the claims of all other unsecured and unsubordinated creditors of such Obligor save for any obligations which are preferred solely by any bankruptcy, insolvency or other similar laws of general application; (iv) No Immunity: in any proceedings taken in any of the Obligors' respective jurisdictions of incorporation or formation in relation to any of the Transaction Documents, none of the Obligors will be entitled to claim for itself or any of its assets immunity from suit, execution, attachment or other legal process; (v) Governing law and judgments: in any proceedings taken in any of the Obligors' jurisdiction of incorporation or formation in relation to any of the Transaction Documents in which there is an express choice of the law of a particular country as the governing law thereof, that choice of law and any judgment or (if applicable) arbitral award obtained in that country will be recognised and enforced; (vi) Validity and admissibility in evidence: as at the date hereof, all acts, conditions and things required to be done, fulfilled and performed in order (A) to enable each of the Obligors lawfully to enter into, exercise its rights under and perform and comply with the obligations expressed to be assumed by it in the Transaction Documents and the Project Documents to which it is a party, (B) to ensure that the obligations expressed to be assumed by each of the Obligors in the Transaction Documents and the Project Documents are legal, valid and binding, and (C) to make the Transaction Documents and the Project Documents to which it is a party admissible in evidence in the jurisdictions of incorporation or formation of each of the Obligors, have been done, fulfilled and performed; (vii) No filing or stamp taxes: under the laws of the Obligors' respective jurisdictions of incorporation or formation in force at the date hereof, it is not necessary that any of the Transaction Documents to which it is a party be filed, recorded or enrolled with any court or other authority in its jurisdiction of incorporation or formation (other

than the Registrar of Companies for England and Wales or the relevant maritime registry, to the extent applicable) or that any stamp, registration or similar tax be paid on or in relation to any of the Transaction Document; (viii) Binding obligations: the obligations expressed to be assumed by each of the Obligors in the Transaction Documents and the Project Documents to which it is a party are legal and valid obligations, binding on each of them in accordance with the terms of such Transaction Documents and the Project Documents and no limit on any of their powers will be exceeded as a result of the borrowings, granting of security or giving of guarantees contemplated by such Transaction Documents and the Project Documents or the performance by any of them of any of their obligations thereunder; (ix) No misleading information: to the best of its knowledge, any factual information provided by any Obligor to the Owners in connection with the Transaction Documents was true and accurate in all material respects as at the date it was provided and is not misleading in any material respect; (x) No winding-up: none of the Obligors has taken any corporate, limited liability company or limited partnership action nor have any other steps been taken or legal proceedings been started or (to the best of the Charterers' knowledge and belief) threatened against any Obligor for its winding-up, dissolution, administration or reorganisation or for the appointment of a receiver, administrator, administrative receiver, trustee or similar officer of it or of any or all of its assets or revenues which might have a Material Adverse Effect; (xi) Solvency: (A) None of the Obligors is unable, or admits or has admitted its inability, to pay its debts or has suspended making payments in respect of any of its debts; (B) None of the Obligors by reason of actual or anticipated financial difficulties, has commenced, or intends to commence, negotiations with one or more of its creditors with a view to rescheduling any of its indebtedness. (C) The value of the assets of each Obligor is not less than the liabilities of such Obligor (as the case may be) (taking into account contingent and prospective liabilities). (D) No moratorium has been, declared in respect of any indebtedness of any Obligor; (xii) No material defaults: (A) Without prejudice to paragraph (B) below, none of the Obligors are in breach of or in default under any agreement to which it is a party or which is binding on it or any of its assets to an extent or in a manner which might have a Material Adverse Effect. (B) No Potential Termination Event or Termination Event is continuing or might reasonably be expected to result from each Obligor's entry into and performance of each Transaction Document to which such Obligor is a party; (xiii) No material proceedings: no material action or administrative proceeding of or before any court, arbitral body or agency which is not covered by adequate insurance or which might have a Material Adverse Effect has been started; (xiv) Accounts: all financial statements relating to the Charterers and/or the Charter Guarantor required to be delivered under paragraph (a) of Clause 48 (Charterers' undertakings), were each prepared in accordance with GAAP, (in conjunction with the notes thereto) fairly represent the financial condition of the Charterers and/or the Charter Guarantor at the date as of which they were prepared and the results of their operations during the financial period then ended;

(xv) No obligation to create Security Interest: the execution of the Transaction Documents by the Obligors and their exercise of their rights and performance of their obligations thereunder will not result in the existence of nor oblige any Obligor to create any Security Interest over all or any of their present or future revenues or assets, other than pursuant to the Security Documents to which they are a party; (xvi) No breach: the execution of the Transaction Documents and the Project Documents by each of the Obligors and their exercise of their rights and performance of their obligations under any of the Transaction Documents and the Project Documents to which they are a party do not constitute and will not result in any breach of any agreement or treaty to which any of them is a party; (xvii) Security: each of the Obligors is the legal and beneficial owner of all assets and other property which it purports to charge, mortgage, pledge, assign or otherwise secure pursuant to each Security Document and those Security Documents to which it is a party create and give rise to valid and effective security having the ranking expressed in those Security Documents; (xviii) Necessary authorisations: the Necessary Authorisations required by each Obligor are in full force and effect, and each Obligor is in compliance with the material provisions of each such Necessary Authorisation relating to it and, to the best of its knowledge, none of the Necessary Authorisations relating to it are the subject of any pending or threatened proceedings or revocation; (xix) No money laundering etc: the performance of the obligations of the Obligors under the Transaction Documents and the Project Documents, will be for the account of members of the respective Obligor(s) and will not involve any breach by any of them of any law or regulatory measure relating to "money laundering" as defined in Article 1 of the Directive (2005/EC/60) of the European Parliament and of the Council of the European Communities; (xx) Disclosure of material facts: the Charterers are not aware of any material facts or circumstances which have not been disclosed to the Owners and which might, if disclosed, have reasonably been expected to materially adversely affect the decision of a person considering whether or not to enter into the Transaction Documents; (xxi) Environmental laws: (A) The Charterers are in compliance with paragraph (h) of Clause 48 (Charterers' undertakings) and (to the best of its knowledge and belief) no circumstances have occurred which would prevent such compliance in a manner or to an extent which has or is reasonably likely to have a Material Adverse Effect. No Environmental Claim has been commenced or (to the best of the Charterers' knowledge and belief) is threatened against the Charterers where that claim has or is reasonably likely, if determined against the Charterers, to have a Material Adverse Effect; (xxii) Taxation (A) No Obligor is materially overdue in the filing of any Tax returns and no Obligor overdue in the payment of any amount in respect of Tax of US Dollars One Million (US$1,000,000) (or its equivalent in any other currency) or more, save in the case of Taxes which are being contested in good faith. (B) As far as the Charterers are aware, each of the Obligors is resident for Tax purposes only in the jurisdiction of its incorporation; (xxiii) No Restricted Party: no Obligor is a Restricted Party nor has any Obligor, or to the best of their knowledge any of their respective directors, officers or employees or any person acting on their behalf, received notice or are aware of any claim, action, suit, proceeding or investigation against any of them with respect to Sanctions by a Sanctions Authority;

(xxiv) No Material Adverse Effect: no event or circumstance has occurred which has a Material Adverse Effect; (xxv) Building Contract: no party is in a material default under the Building Contract; and (xxvi) Status of Project Documents: the copies of the Project Documents delivered to the Owners are true and complete copies. The Project Documents constitute legal, valid, binding and enforceable obligations of the parties to them in accordance with their respective terms. No amendments or additions to the Project Documents have been agreed nor has any party to any Project Document waived any of its respective rights under that Project Document (except as those notified to the Owners in writing and, if consent of the Owners are required pursuant to this Charter, as consented to by the Owners). (b) The representation and warranties of the Charterers in this Clause 47 are subject to: (i) the principle that equitable remedies are remedies which may be granted or refused at the discretion of the court; (ii) the limitation of enforcement by laws relating to bankruptcy, insolvency, liquidation, reorganisation, court schemes, moratoria, administration and other laws generally affecting or limiting the rights of creditors; (iii) the time barring of claims under any applicable limitation acts; (iv) the possibility that a court may strike out provisions for a contract as being invalid for reasons of oppression, undue influence or similar; and (v) any other reservations or qualifications of law expressed in any legal opinions obtained by the Owners in connection with the Transaction Documents. 48. Charterers' undertakings The undertaking and covenants in this Clause 48 remain in force for the duration of the Agreement Term. (a) Financial statements: the Charterers shall and shall procure that the Charter Guarantor supply to the Owners as soon as the same become available, but in any event within: (i) six calendar months after the end of each of its financial years, its audited consolidated financial statements for that financial year; and (ii) four calendar months after the end of each of each half-year, the unaudited consolidated financial statements for that period; (b) Requirements as to financial statements: each set of financial statements delivered to the Owners under paragraph (a) of Clause 48 above in relation to the Charterers and Charter Guarantor (each a "Notifying Party") shall be prepared in accordance with GAAP. (c) Information: the Charterers shall immediately inform the Owners of the occurrence of a Termination Event and additionally the Charterers shall supply to the Owners: (i) promptly upon becoming aware of them, details of any material litigation, arbitration or administrative proceedings which are current, threatened or pending against the Charterers or the Charter Guarantor, and which, if adversely determined, are reasonably likely to have a Material Adverse Effect; and (ii) promptly, such further information regarding the financial condition, business and operations of the Charterers and the Charter Guarantor as the Owners may reasonably request, and which can be delivered without breach of any confidentiality undertakings or any applicable law or rules of a securities/regulatory exchange. (d) Maintenance of legal validity: the Charterers shall comply with the terms of and do all that is necessary to maintain in full force and effect all Necessary Authorisations required in or

by the laws and regulations of its jurisdiction of formation or incorporation and all other applicable jurisdictions, to enable it lawfully to enter into and perform its obligations under the Transaction Documents and to ensure the legality, validity, enforceability or admissibility in evidence of the Transaction Documents in its jurisdiction of incorporation or formation and all other applicable jurisdictions. (e) Notification of Potential Termination Event: the Charterers shall promptly, upon becoming aware of the same, inform the Owners in writing of the occurrence of any Termination Event (and the steps, if any, being taken to remedy this) and, upon receipt of a written request to that effect from the Owners, specify the steps, if any, being taken to remedy it. (f) Claims pari passu: the Charterers shall ensure that at all times the claims of the Owners against it under the Transaction Documents rank at least pari passu with the claims of all its other unsecured and unsubordinated creditors save those whose claims are preferred by any bankruptcy, insolvency, liquidation, winding-up or other similar laws of general application. (g) Necessary Authorisations: without prejudice to any specific provision of the Transaction Documents relating to a Necessary Authorisation, the Charterers shall (i) obtain, comply with and do all that is necessary to maintain in full force and effect all Necessary Authorisations if a failure to do the same may cause a Material Adverse Effect; and (ii) promptly upon request, supply certified copies to the Owners of all Necessary Authorisations. (h) Compliance with applicable laws: the Charterers shall comply with all applicable laws, including Environmental Laws, to which it may be subject (except as regards Restricted Parties to which paragraph (i) below applies, and anti-corruption and anti- bribery laws to which paragraph (j) below applies) if a failure to do the same may have a Material Adverse Effect. (i) No dealings with Restricted Parties: the Charterers shall not utilise or employ the Vessel or use, lend, make payments of, contribute or otherwise make available, all or any part of the proceeds of any transaction(s) contemplated by the Transaction Documents to fund any trade, business or other activities: (i) for the benefit of any Restricted Party; and (ii) in a manner that would result in any Obligor or the Owners or any Finance Party (if applicable) being in breach of any Sanctions or become a Restricted Party provided however that without prejudice to the Charterers obligation to comply with Sanctions during the Charter Period, where ongoing compliance with such Sanctions would be unduly onerous or wholly impractical for the Charterers or the Charter Guarantor and following a discussion period of at least sixty (60) days between the Owners and the Charterers, the Charterers shall be entitled to terminate this Charter by delivering a Termination Notice to the Owners, whereupon the Charterers shall be obliged to pay to the Owners the Early Termination Amount on the Termination Payment Date. The terms of Clause 52(c)-(f) shall then apply following the payment of such Early Termination Amount. (j) Anti-corruption and anti-bribery laws: the Charterers shall conduct its business in compliance with applicable anti-corruption and anti-bribery laws. (k) Environmental compliance: the Charterers shall: (i) comply with any Environmental Law; (i) obtain, maintain and ensure compliance with all requisite Environmental Approvals; and (ii) implement procedures to monitor compliance with and to prevent liability under any Environmental Law, where failure to do so has or is reasonably likely to have a Material Adverse Effect.

(l) Environmental Claims: the Charterers shall, promptly upon becoming aware of the same, inform the Owners in writing of: (i) any Environmental Claim against the Charterers which is current or pending; and (ii) any facts or circumstances which are reasonably likely to result in any Environmental Claim being commenced or threatened against the Charterers, where the claim, if determined against the Charterers, has or is reasonably likely to have a Material Adverse Effect or be for an amount in excess of US$3,000,000. (m) Taxation (i) The Charterers shall pay and discharge any Tax imposed upon it or its assets within the time period allowed without incurring penalties unless and only to the extent that: (A) such payment is being contested in good faith; or (B) such payment can be lawfully withheld. (n) Further assurance: the Charterers shall, at their own expense, promptly take all such action as the Owners may reasonably require for the purpose of perfecting or protecting any of the Owners' rights with respect to the security created or evidenced (or intended to be created or evidenced) by the Security Documents. (o) Other information: the Charterers will promptly supply to the Owners such financial information the Owners may from time to time reasonably require in connection with the Charterers. (p) Merger and demerger: the Charterers shall not enter into any amalgamation, merger, demerger or corporate restructuring without the prior written consent of the Owners (such consent not to be unreasonably withheld or delayed). (q) Financial indebtedness: (i) The Charterers may from time to time receive loans and make payment of principal and to pay interests on such loans to the Shareholder, pursuant to the terms and conditions of the Intra- group Loan Agreement, provided that: (A) no Termination Event has occurred and is continuing at that time or will occur from the making of such loan; (B) the indebtedness obligations owed or to be owed under the Intra- group Loan Agreement shall, pursuant to separate undertaking(s) or deed(s) (in such form and content acceptable to the Owners (acting reasonably)) between the Charterers, the Shareholder and Owners, rank behind and be fully subordinated to any obligations under the Transaction Documents and any of the Charterers' or the Shareholder's rights and claims under such loans are fully subordinated and are assigned to the Owners. (ii) Except as provided in Clause 48(q)(i), the Charterers shall not, without the prior written consent of the Owners: (A) incur any loans, guarantees or any other form of Financial Indebtedness nor incur any obligations as lessee under leases; or (B) make any loans or advances to, or investments in, any person. (r) Transfer of assets: the Charterers shall not, sell or transfer any of its material assets other than: (i) on arm's length terms to third parties where the net proceeds of sale are used as a prepayment hereunder; or

(ii) on arm's length terms to its Affiliates, which are and remain members of the Charter Group. (s) Change of business: the Charterers shall not, without the prior written consent of the Owners, make any substantial change to the general nature of their shipping business from that carried on at the date of this Charter. (t) "Know your customer" checks: if: (i) the introduction of or any change in (or in the interpretation, administration or application of) any law or regulation made after the date of this Charter; (ii) any change in the status of the Charterers and/or the Charter Guarantor after the date of this Charter; or (iii) a proposed assignment or transfer by Owners of any of its rights and obligations under this Charter, obliges the Owners to comply with "know your customer" or similar identification procedures in circumstances where the necessary information is not already available to it, the Charterers shall promptly upon the request of the Owners supply, or procure the supply of, such documentation and other evidence as is reasonably requested by the Owners in order for the Owners to carry out and be satisfied it has complied with all necessary "know your customer" or other similar checks under all applicable laws and regulations pursuant to the transactions contemplated in the Transaction Documents. (u) Management of the Vessel: the Charterers shall ensure that: (i) the Vessel is at all times technically managed by an Approved Manager and commercially managed by an Approved Manager or the Charterers; (ii) the Approved Managers will provide a written confirmation confirming that, among other things, following the occurrence of Termination Event which is continuing, all claims of the Approved Managers against the Charterers shall be subordinated to the claims of the Owners or the Finance Parties (if applicable) under the Transaction Documents. (v) Classification: the Charterers shall ensure that the Vessel maintains the highest classification required for the purpose of the relevant trade of the Vessel which shall be with the Vessel's Classification Society, in each case, free from any overdue recommendations and adverse notations affecting that the Vessel's class. (w) Certificate of financial responsibility: the Charterers shall, if required, obtain and maintain a certificate of financial responsibility in relation to the Vessel which is to call at the United States of America. (x) Registration: the Charterers shall not change or permit a change to the flag of the Vessel during the duration of this Charter other than to a Pre-Approved Flag and with the prior written consent of the Owners (not to be unreasonably withheld). Any change to the flag of the Vessel shall be at the cost of the Charterers (which shall include any costs of the Finance Parties (if applicable). (y) ISM, ISPS and Maritime Labour Convention Compliance: the Charterers shall ensure that each ISM Company and ISPS Company complies in all material respects with the ISM Code and the ISPS Code, respectively, or any replacements thereof and in particular (without prejudice to the generality of the foregoing) shall ensure that such company holds (i) a valid and current Document of Compliance issued pursuant to the ISM Code, (ii) a valid and current SMC issued in respect of the Vessel pursuant to the ISM Code, and (iii) an ISSC in respect of the Vessel, and the Charterers shall promptly, upon request, supply the Owners with copies of the same. The Charterers shall at all time comply with the Maritime Labour Convention. (z) Chartering: the Charterers shall not, during the duration of this Charter, without the prior written consent of the Owners, (i) take any vessel on charter or other contract of

employment (or agree to do so) or (ii) bareboat charter the Vessel without the Owners’ prior written consent (unless to another member of the Group) and always provided any bareboat charterer (including any in the Group) has assigned its interest in the insurances of the Vessel to the Owners in a form acceptable to the Owners. (aa) Change of control: the Charterers shall ensure that during the Charter Period, without the prior written consent of the Owners, no Change of Control shall occur. (bb) Inspection of Vessel and inspection reports: in the absence of a Termination Event, subject to there being no undue interference with the operation of the Vessel: (i) the Owners may at the Charterers' cost arrange for persons appointed by the Owners to board the Vessel once in each calendar year during the Charter Period to inspect the Vessel's state and condition, and the Charterers will provide commercially reasonable assistance to facilitate such inspection; and (ii) the Charterers shall, within five (5) Business Days' of the Owners' written demand, reimburse the Owners for all documented costs, fees and expenses reasonably incurred by the Owners in connection with the Owners' procuring or arranging the procurement of the relevant inspection report as to the condition of the Vessel, provided always however that if a Termination Event has occurred and is continuing, the Owners may at any time and at the Charterers' cost conduct such inspection and the Charterers shall be deemed to have granted such permission and shall provide such necessary assistance to the Owners in respect of such inspection. (cc) Transactions with Affiliates: the Charterers shall procure that all transactions conducted or to be conducted between them and any of the Obligors or any of that Obligor's Affiliates will be on an arm's length commercial basis. (dd) No Security Interest: The Charterers will not create or permit to subsist any Security Interest or any other third party rights over any of their present and future rights and interest in or towards the Vessel, except for any: (i) Permitted Security Interest; or (ii) Security Interest created (A) in favour of the Owners or the Finance Parties, (B) otherwise with the prior written consent of the Owners (such consent not to be unreasonably withheld or delayed), or (C) as otherwise permitted under the Transaction Documents. (ee) Project Documents (i) The Charterers shall: (A) without affecting its obligations under the applicable provisions of the Transaction Documents, perform and observe its obligations under the Project Documents and use its best endeavours to procure that each of the other parties to the Project Documents performs and observes its obligations under them; and (B) obtain and maintain in force, and promptly furnish certified copies to the Owners of, all licences, authorisations, approvals and consents, and do all other acts and things, which may from time to time be necessary or desirable for the continued due performance of its obligations under the Transaction Documents and the Project Documents or which may be required for the validity, enforceability or admissibility in evidence of the Transaction Documents and the Project Documents. (ff) Dividends: The Charterers shall not and shall procure the Charter Guarantor shall not make or pay any dividend or other distribution (in cash or in kind) in respect of its share capital following the occurrence of a Termination Event or if such dividend or distribution would result in a Termination Event.

(gg) Financial Covenants: Throughout the Charter Period, the Charterers shall procure that the Charter Guarantor maintains on a consolidated basis: (i) an Equity Ratio of a minimum of 0.25 to 1.0; (ii) a positive Working Capital; and (iii) a minimum Liquidity of $25 million. The financial covenants shall be tested semi-annually on the basis of the annual and semi annual financial statements and shall be confirmed by calculations shown in compliance certificate in the form annexed to the Charter Guarantee. For the purposes of this clause 48 (gg) (Financial covenants), the following definitions shall apply: "Cash and Cash Equivalents" means, at any date, the aggregate amount of freely available cash and cash equivalents of the Charter Group, in each case reported in accordance with US GAAP, including without limitation: (a) cash in hand or on freely available deposit with any bank or financial institution; (b) certificates of deposits or marketable debt securities (including, but not limited to, money market funds) with a maturity of twelve (12) months or less after the relevant date of calculation, issued by a financial institution which has a rating for its long term unsecured and non-credit enhanced debt obligations with A or higher by Standard & Poor's Rating Services or Fitch Ratings Ltd or A2 or higher by Moody's Investor Services Limited or a comparable rating from an internationally recognised credit rating agency; or (c) any other instrument, security or investment approved in writing by the Owners, and in each case, to which any of the Obligors is beneficially entitled at that time and which can be promptly realised and applied against amounts payable hereunder. "Equity Ratio" means the ratio of Total Equity to Total Assets. "Liquidity" means, at any given time, the aggregate of (i) Cash and Cash Equivalents and (i) any undrawn amount freely and unconditionally available for drawings under any credit facilities with remaining tenor of at least six (6) months. "Total Assets" means the aggregate book value of total assets in accordance with US GAAP. "Total Equity" means the aggregate book value of the equity treated as equity in accordance with US GAAP. "Working Capital" means current assets less current liabilities (which shall exclude instalments of long term debt due in the twelve (12) months, capital lease payments and any intra group debt incurred in accordance with clause 48 (q) (Financial Indebtedness). 49. Termination Events (a) Each of the following events shall constitute a Termination Event: (i) Failure to pay any Obligor: any Obligor fails to pay any amount due from it under any Transaction Document unless failure to pay is remedied within 10 business days of its due date. or (ii) Misrepresentation: any representation or statement made by any Obligor in any Transaction Document to which it is a party or in any notice or other document, certificate or statement delivered by it pursuant thereto or in connection therewith is or proves to have been incorrect or misleading in any material respect; or (iii) Other obligations: any of the Obligors fails duly to perform or comply with any of the obligations expressed to be assumed by them in any Transaction Document and

such failure (if capable of remedy) is not remedied within fourteen (14) Business Days after the earlier of (A) the Owners having given notice thereof to the relevant Obligor and (B) the Obligor becoming aware of such failure to perform or comply; (iv) Cross Acceleration: any Financial Indebtedness of any Obligor has been declared by a creditor as due and payable prior to its specified maturity where (a) any applicable grace period has expired and (b) the aggregate of all such unpaid or accelerated indebtedness of such Obligor is equal to or greater than US Dollars Eight Million (US$8,000,000) or its equivalent in any other currency or currencies; or (v) Insolvency and rescheduling: any of the Obligors is unable to pay their debts as they fall due, makes a general composition with their creditors; or (vi) Winding-up: any of the Obligors files for initiation of formal restructuring proceedings, is wound up or declared bankrupt or takes any corporate action or other steps are taken or legal proceedings are started for their winding-up, dissolution, administration or re-organisation or for the appointment of a liquidator, receiver, administrator, administrative receiver, conservator, custodian, trustee or similar officer of them or of any or all of their revenues or assets or any moratorium is declared or sought in respect of any of their indebtedness; or (vii) Execution or distress (A) any Obligor fails to comply with or pays any sum due from them (within thirty (30) days of such amount falling due) under any final judgment or any final order made or given by any court or other official body of a competent jurisdiction in an aggregate in respect of the Obligor equal to or greater than US Dollars Eight Million (US$8,000,000) or its equivalent in any other currency, being a judgment or order against which there is no right of appeal or if a right of appeal exists, where the time limit for making such appeal has expired; or (B) any execution or distress is levied against, or an encumbrancer takes possession of, the whole or any part of, the property, undertaking or assets of any Obligor in an aggregate amount equal to or greater than US Dollars Five Million (US$5,000,000) or its equivalent in any other currency or currencies, other than any execution or distress which is being contested in good faith and which is either discharged within thirty (30) days or in respect of which adequate security has been provided within thirty (30) days to the relevant court or other authority to enable the relevant execution or distress to be lifted or released; or (viii) Similar event: any event occurs which, under the laws of any jurisdiction, has a similar or analogous effect to any of those events mentioned in paragraphs (vi), (vii) or (viii) above; or (ix) Repudiation: any of the Obligors repudiates any Transaction Document to which it is a party or do or cause to be done any act or thing evidencing an intention to repudiate any such Transaction Document; or (x) Validity and admissibility: at any time any act, condition or thing required to be done, fulfilled or performed in order: (A) to enable any of the Obligors lawfully to enter into, exercise their rights under and perform the material obligations expressed to be assumed by them in the Transaction Documents; (B) to ensure that the material obligations expressed to be assumed by any of the Obligors in the Transaction Documents are legal, valid and binding; or (C) to make the Transaction Documents admissible in evidence in any applicable jurisdiction,

is not done, fulfilled or performed within thirty (30) days after notification from the Owners to the relevant Obligor requiring the same to be done, fulfilled or performed; or (xi) Illegality: at any time: (A) it is or becomes unlawful for any of the Obligors to perform or comply with any or all of their obligations under the Transaction Documents to which they are parties; (B) any of the obligations of any of the Obligors under the Transaction Documents to which they are parties are not or cease to be legal, valid and binding; or (C) any Security Interest created or purported to be created by the Security Documents ceases to be legal, valid, binding, enforceable or effective or is alleged by a party to such Security Document (other than the Owners) to be ineffective, and, in each case, such illegality is not remedied or mitigated to the satisfaction of the Owners within thirty (30) days after it has given notice thereof to the Charterers; or (xii) Material adverse change: at any time there shall occur any event or change which has a Material Adverse Effect in respect of any of the Obligors and such event or change, if capable of remedy, is not so remedied within thirty (30) days of the delivery of a notice confirming such event or change by the Owners to the Charterers; or (xiii) Conditions precedent: if any of the conditions set out in Clause 36 (Conditions precedent) is not satisfied by the relevant time or such other time period specified by the Owners in their discretion; or (xiv) Revocation or modification of consents etc.: if any Necessary Authorisation which is now or which at any time during the Agreement Term becomes necessary to enable an Obligor to comply with any of its obligations in or pursuant to any of the Transaction Documents or the Project Documents is revoked, withdrawn or withheld, or modified in a manner which the Owners reasonably consider is, or may be, prejudicial to the interests of Owners in a material manner, or if such Necessary Authorisation ceases to remain in full force and effect; or (xv) Cessation of business: any of the Obligors ceases, or threatens to cease, to carry on all or a substantial part of its business; or (xvi) Curtailment of business: if the business of any of the Obligors is wholly or materially curtailed by any intervention by or under authority of any government, or if all or a substantial part of the undertaking, property or assets of the Obligor is seized, nationalised, expropriated or compulsorily acquired by or under authority of any government or any of the Obligors disposes or threatens to dispose of a substantial part of their business or assets; or (xvii) Environmental matters (A) any Environmental Claim is pending or made against any Obligor or in connection with the Vessel, where such Environmental Claim has a Material Adverse Effect; or (B) any actual Environmental Incident occurs in connection with the Vessel, where such Environmental Incident has a Material Adverse Effect; or (xviii) Loss of property: all or a substantial part of the business or assets of any of the Obligors is destroyed, abandoned, seized, appropriated or forfeited for any reason, and such occurrence in the reasonable opinion of the Owners has a Material Adverse Effect; or

(xix) Arrest: the Vessel is arrested or seized for any reason whatsoever (other than caused solely and directly by any action or omission from the Owners) unless the Vessel is released and returned to the possession of the Charterers within twenty one (21) days of such arrest or seizure; or (xx) Delivery: the Vessel has not for any reason been delivered to, and accepted by, the Charterers under the Intermediate MOA, and subsequently delivered by the Charterers to the Owners under the MOA on or before the Cancellation Date; or (xxi) Change of Control: There is a Change of Control without the consent of the Owners; or (xxii) Approved Time Charter termination: If there was an Approved Time Charter in place on the Delivery Date providing for a reduced Advance Hire as per clause 40(a)(i), and such Approved Time Charter is terminated prior to its original expiry, unless the Charterer, within five (5) Business Days of such termination pays to the Owners an amount corresponding to (i) the difference between (a) the Advance Hire that would have been paid had no Approved Time Charter been in place pursuant to Clause 40(a)(i) and (b) the reduced Advance Hire that was paid as a result of such Approved Time Charter previously being in place per clause 40(a)(i) less (ii) the difference between a) the Fixed Hire that has been paid up until the time of termination of the Approved Time Charter as a result of such Approved Time Charter previously being in place pursuant to Clause 40(a)(i) and b) the Fixed Hire that would have been paid up until the time of termination of the Approved Time Charter had no Approved Time Charter been in place pursuant to Clause 40(a)(i). Such payment will be applied by the Owners to reduce the Purchase Obligation Price and remaining Fixed Hire payments on a pro rata basis. (b) The Owners and the Charterers agree that a Termination Event shall be a breach of condition of this Charter where it involves a breach of this Charter or any of the other Transaction Documents or an agreed terminating event, the occurrence of which will entitle the Owners to exercise all or any of the remedies set out below in this Clause 49. (c) At any time after a Termination Event shall have occurred and be continuing following the lapse of any applicable grace period, the Owners may at their option: (i) by delivering to the Charterers a Termination Notice, terminate this Charter with immediate effect or on the date specified in such Termination Notice and withdraw the Vessel from the service of the Charterers without noting any protest and without interference by any court or any other formality whatsoever, whereupon the Vessel shall no longer be in the possession of the Charterers with the consent of the Owners, and the Charterers shall redeliver the Vessel to the Owners in accordance with Clauses 42 (Redelivery) and 43 (Redelivery conditions); (ii) apply any amount then standing to the credit to the Earnings Account against any Unpaid Sum or such other amounts which the Charterers or other Obligors may owe under the Transaction Documents; and/or (iii) (without prejudice to sub-paragraph (ii) above) and the terms of the Transaction Documents, enforce any Security Interest created pursuant to the relevant Transaction Documents. (d) On the Termination Payment Date in respect of any termination of the chartering of the Vessel under this Charter in accordance with paragraph (c) above, the Charterers shall pay to the Owners an amount equal to the Early Termination Amount. (e) Following any termination to which this Clause 49 applies, all sums payable in accordance with paragraph (d) above shall be paid to such account or accounts as the Owners may direct and shall be applied in the Owners' sole discretion (including but not limited to towards settlement of the Early Termination Amount, or part thereof).

(f) If the chartering of the Vessel or, as the case may be, the obligation of the Owners to deliver and charter the Vessel to the Charterers is terminated in accordance with the terms of this Charter, the obligation of the Charterers to pay Hire, if not yet paid, shall cease once the Charterers have made the payment pursuant to paragraph (d) above to the satisfaction of the Owners, whereupon the Owners shall arrange for title of the Vessel to be transferred to the Charterers in accordance with paragraphs (c) to (f) of Clause 52 (Purchase Option and transfer of title) save that no further payment of the Purchase Option Price referred to under paragraph (c) of Clause 52 (Purchase Option and transfer of title) would be required from the Charterers. (g) Without prejudice to the forgoing or to any other rights of the Owners under this Charter, at any time after a Termination Notice is served under paragraph (c) above, the Owners may, acting in their sole discretion: (i) without prejudice to the Charterers' obligations under Clause 43 (Redelivery conditions), retake possession of the Vessel and, the Charterers agree that the Owners, for such purpose, may put into force and exercise all their rights and entitlements at law and may enter upon any premises belonging to or in the occupation or under the control of the Charterers where the Vessel may be located as well as giving instructions to the Charterers' servants or agents for this purpose; and/or (ii) change or replace the Approved Manager; and/or (iii) if the Early Termination Amount is not paid on the Termination Payment Date, sell the Vessel by public auction or by private contract (on arm's length terms and in good faith) on terms they deem fit (acting reasonably) in which case the sale proceeds of such sale shall be applied against the Early Termination Amount and any other amounts payable under this Charter in any manner the Owners deem fit and any excess of such amount after such application shall be paid to the Charterers. If the net sale proceeds from any such sale are not in an amount sufficient to discharge in full the Early Termination Amount and any other amounts payable under this Charter, the Charterers shall continue to be liable for the shortfall; or (iv) the Owners may maintain ownership of such Vessel and own, operate or sell or otherwise use it in any manner they deem fit and apply the then current market value of the Vessel (the "Termination Value"), determined by calculating the arithmetic mean of valuations of the Vessels obtained from two independent and reputable shipbrokers, against the Early Termination Amount and all other amounts payable to the Owners under this Charter in which case if: (A) the amount of the Termination Value is in excess of the aggregate amounts due to the Owners under this Charter, such excess will be paid to the Charterers; or (B) in case the amount of the Termination Value is not sufficient to discharge in full the aggregate amounts due to the Owners under this Charter following such application the Charterers shall continue to be liable for the shortfall and interest shall continue to accrue on such shortfall. (h) Save as otherwise expressly provided in this Charter, the Charterers shall not have the right to terminate this Charter at any time prior to the expiration of the Agreement Term. The rights conferred upon the Owners by the provisions of this Clause 49 are cumulative and in addition to any rights which they may otherwise have in law or in equity or by virtue of the provisions of this Charter. (i) It is hereby agreed between the Owners and the Charterers that if the Vessel is under arrest, detention, seizure or confiscation as a direct result of the Owners’ default, act, omission or misconduct (excluding any arrest, detention, seizure and confiscation being litigation or proceeding or claim which is frivolous, vexatious or an abuse of the process of

the court which the Owners has a good defence and is being contested by the Owners in good faith and by appropriate proceedings) and provided there is no contributory negligence from or default by the Charterers in respect thereof (an “Owners’ Arrest”): (i) the Charterers shall have the right to cease payment of the Variable Hire and suspend payment of the Fixed Hire during the period of any continuing Owners’ Arrest (but not in relation to Hire accrued for periods where the Vessel was not subject to an Owners’ Arrest which should still be paid on any applicable Hire Payment Date that may occur during an Owners’ Arrest), provided that Fixed Hire during any suspension period shall continue to accrue and any suspended part of Fixed Hire shall upon the relevant Owners’ Arrest being remedied by the Owners be added to remaining Fixed Hire payments on a pro rata basis; and (ii) if the Owners’ Arrest has not been resolved within sixty (60) days of its occurrence, then the Charterers shall be entitled to terminate this Charter by delivering a Termination Notice to the Owners, whereupon the Charterers shall be obliged to pay to the Owners the Early Termination Amount (but without any Early Termination Fee) on the Termination Payment Date. The terms of Clause 52(c)-(f) shall then apply following the payment of such Early Termination Amount. 50. Name of Vessel Provided that the prior written consent has been given by the Owners: (a) the name of the Vessel may be chosen by the Charterers; and (b) the Vessel may be painted in the colours, display the funnel insignia and fly the house flag as required by the Charterers. 51. Charter Period The Charter period under this Charter shall be one hundred and twenty (120) months commencing from the Delivery Date, unless otherwise extended or terminated pursuant to Clauses 40(k) (Hire), 49 (Termination Events), 53 (Sale of the Vessel by the Owners) and 54 (Total Loss). 52. Purchase Option and transfer of title (a) Subject to no Termination Events or Total Loss under Clause 54 (Total loss), the Charterers may, on each Hire Payment Date falling twelve (12) months after the Delivery Date, by at least ninety (90) calendar days prior written notice to the Owners, declare to the Owners their exercise of the option to purchase the Vessel or to cause their nominee to purchase the Vessel on a Hire Payment Date by payment of the corresponding amount equal to the Purchase Option Price. To avoid any confusion, the Charter Period will end immediately upon the Purchase Option Price having been paid. (b) If the Charterers have not exercised their rights under paragraph (a), the Charterers shall have an obligation to purchase the Vessel or to cause their nominee to purchase the Vessel on the last day of the Charter Period by payment of the Purchase Obligation Price. (c) In exchange for the full payment of the Purchase Option Price (in the case of a purchase under paragraph (a) above) or the sum stated in paragraph (b) above (in the case of a purchase under paragraph (b) above) or the applicable Early Termination Amount (in case a Termination Notice is served under Clause 40(r) or Clause 48(i) or Clause 49(i)(ii)) and all sums due and payable to the Owners under the Transaction Documents and subject to compliance with the other conditions set out in this Clause, the Owners shall: (i) transfer title to and ownership of the Vessel to the Charterers (or their nominee) by delivering to the Charterers (in each case at the Charterers' costs): (A) a duly executed and notarised, legalised and/or apostilled (as applicable) bill of sale; and (B) the Title Transfer PDA; and

(ii) procure the deletion of any mortgage or prior Security Interest in relation to the Vessel at the Charterers' cost and provide a certificate of ownership and encumbrances evidencing that the Vessel is free from any registered mortgages/encumbrances, provided always that prior to such transfer or deletion (as the case may be), the Owners shall have received the letter of indemnity as referred to in paragraph (f) below from the Charterers, and the Charterers shall have performed all their obligations in connection herewith and with the Vessel, including without limitation the full payment of all Unpaid Sums, taxes, charges, duties, costs and disbursements (including legal fees) in relation to the Vessel. (d) The transfer in accordance with paragraph (c) above shall be made in all respects at the Charterers' expense on an "as is, where is" basis and the Owners shall give the Charterers (or their nominee) no representations, warranties, agreements or guarantees whatsoever concerning or in connection with the Vessel, the Insurances, the Vessel's condition, state or class or anything related to the Vessel, expressed or implied, statutory or otherwise. (e) The Owners shall have no responsibility for the registrability of a bill of sale referred to in paragraph (c) above executed by the Owners, as far as such bill of sale is prescribed in a generally acceptable form. (f) The Charterers shall, immediately prior to the receipt of the bill of sale, furnish the Owners with a letter of indemnity (in a form satisfactory to the Owners) whereby the Charterers and the Charter Guarantor shall state that, among other things, the Owners has and will have no interest, concern or connection with the Vessel after the date of such letter and that the Charterers and/or the Charter Guarantor shall indemnify the Owners and keep the Owners indemnified forever against any claims made by any person arising in connection with the Vessel. 53. Sale of Vessel by the Owners During the Charter Period, the Owners may procure a change in the registered ownership of the Vessel and/or transfer by novation of any of its rights and obligations under any of the Transaction Documents to an Affiliate without any consent from the Charterers and to any other financial institution, trust, fund, leasing company or other entity which is regularly engaged in or established for the purpose of making, purchasing or investing in loans, securities or other financial assets subject to (i) the prior written consent of the Charterers (which shall not be unreasonably withheld, provided that the Charterers reserve the right to reasonably withhold consent to distress debt funds), (ii) the Charterers KYC approval of the transferee,(iii) that such transfer does not entail any costs for the Charterers and provided always that, notwithstanding such change or transfer, this Charter would continue on identical terms (save for logical, consequential or mutually agreed amendments). The Charterers shall remain liable to the aforesaid new owner of the Vessel for its performance of all obligations pursuant to this Charter after change of the registered ownership from the Owners to such new owner and the Charterers shall procure that any Obligor which is a party to a Transaction Document: (i) remains liable to the new of owner of the Vessel for its performance of all obligations pursuant to such Transaction Document; and (ii) enters into all necessary documents or takes any necessary actions required for such Transaction remaining in full force and effect as from the completion of the relevant sale. 54. Total Loss (a) If circumstances exist giving rise to a Total Loss, the Charterers shall promptly notify the Owners of the facts of such Total Loss. In such case, the Owners shall agree to the Vessel being treated as a Total Loss for all purposes of this Charter. The Owners shall thereupon abandon the Vessel to the Charterers and/or execute such documents as may be required to enable the Charterers to abandon the Vessel to insurers and claim a Total Loss. Without prejudice to the obligations of the Charterers to pay to the Owners all monies then

due or thereafter to become due under this Charter, if the Vessel shall become a Total Loss during the Charter Period, the Charter Period shall end on the Settlement Date. (b) If the Vessel becomes a Total Loss during the Charter Period, the Charterers shall, on the Settlement Date, pay to the Owners the amount calculated in accordance with paragraph (c) below. (c) On the Settlement Date, the Charterers shall pay to the Owners an amount equal to the Early Termination Amount as at the Termination Payment Date (provided that such amount payable shall be set off against the Total Loss Proceeds if they are already received by the Owners as referred to under paragraph (d) below). The foregoing obligations of the Charterers under this paragraph (c) shall apply regardless of whether or not any moneys are payable under any Insurances in respect of the Vessel, regardless of the amount payable thereunder, regardless of the cause of the Total Loss and regardless of whether or not any of the said compensation shall become payable. (d) All Total Loss Proceeds shall be paid to such account or accounts as the Owners may direct and shall be applied towards satisfaction of the Early Termination Amount and any other sums due and payable under the Transaction Documents. To the extent that there is any surplus after such application, such surplus shall be promptly returned to the Charterers. (e) The Charterers shall, at the Owners' request, provide satisfactory evidence, in the reasonable opinion of the Owners, as to the date on which the constructive total loss of the Vessel occurred pursuant to the definition of Total Loss. (f) The Charterers shall continue to pay the Advance Hire and the Hire on the days and in the amounts required under this Charter notwithstanding that the Vessel shall become a Total Loss provided always that no further instalments of Hire shall become due and payable after the Charterers have made the payment required by paragraph (c) above. 55. Fees and expenses (a) Subject always to paragraph (b), the Charterers shall bear all costs, fees (including legal fees) and disbursements reasonably incurred by the Owners and the Charterers in connection with: (i) the negotiation, preparation and execution of this Charter and the other Transaction Documents; (ii) the delivery of the Vessel under the Building Contract, the MOA and this Charter; (iii) preparation or procurement of any survey, inspections, tax or insurance advice; (iv) all legal fees and other expenses arising out of or in connection with the exercising of the purchase option by the Charterers pursuant to Clause 52 (Purchase Option and Title Transfer) of this Charter; and (v) such other activities relevant to the transactions contemplated herein. (b) Notwithstanding anything to the contrary, the Charterers shall not bear any costs, fees (including legal fees) and disbursements incurred by the Owners in connection with: (i) any financing activities undertaken by the Owners, whether or not such financing activities are undertaken for the purposes of entering into this Charter, the MOA or any of the Transaction Documents; and (ii) the incorporation, setting-up or continued operation of any special purpose vehicles or legal entities for the purposes of or in relation to this Charter, the MOA or any of the Transaction Documents. (c) In consideration of the Owners entering into this Charter, the Charterers shall pay to the Owners or their nominees a non-refundable upfront fee in an amount equal to one (1) per cent. (1%) of the Actual Owners’ Costs which shall be payable by the Charterers as a condition precedent to delivery under the MOA and this Charter. An amount equal to such

amount may at Owners’ option, be set-off against the payments to be made by the Owners as buyers under the MOA). 56. Stamp duties and taxes The Charterers shall pay promptly all documented stamp, documentary or other like duties and taxes to which this Charter, the MOA and the other Transaction Documents may be subject or give rise and shall indemnify the Owners on demand against any and all liabilities with respect to or resulting from any delay on the part of the Charterers to pay such duties or taxes. 57. Operational notifiable events The Owners are to be advised as soon the Charterers are aware of the occurrence of any of the following events: (a) when a material condition of class is applied by the Classification Society; (b) whenever the Vessel is arrested, confiscated, seized, requisitioned, impounded, forfeited or detained by any government or other competent authorities or any other persons; (c) whenever a class or flag authority refuses to issue or withdraw trading certification; (d) in the event of a fire requiring the use of fixed fire systems or collision / grounding; (e) whenever the Vessel is planned for dry-docking in accordance with Clause 10(g) (Part II) and whether routine or emergency; (f) the Vessel is taken under tow; (g) any death or serious injury on board; (h) the Vessel being involved in any Environmental Incident exceeding US Dollars 3,000,000; or (i) any damage to the Vessel the repair costs of which (whether before or after adjudication) are likely to exceed US Dollars Three Million (US$3,000,000). 58. Further indemnities (a) Whether or not any of the transactions contemplated hereby are consummated, the Charterers shall, in addition to the provisions under Clause 17 (Indemnity) (Part II) of this Charter, indemnify, protect, defend and hold harmless the Owners and their respective officers, directors and employees (collectively, the "Indemnitees") throughout the Agreement Term from, against and in respect of, any and all liabilities, obligations, losses, damages, penalties, fines, fees, claims, actions, proceedings, judgement, order or other sanction, lien, salvage, general average, suits, costs, expenses and disbursements, including reasonable legal fees and expenses, of whatsoever kind and nature (collectively, the "Expenses"), imposed on, suffered or incurred by or asserted against any Indemnitee, in any way relating to, resulting from or arising out of or in connection with, in each case, directly or indirectly, any one or more of the following: (i) this Charter, any of the other Transaction Documents and the Project Documents, and any amendment, supplement or modification thereof or thereto requested by the Charterers; (ii) the Vessel or any part thereof, including with respect to: (A) the ownership of, manufacture, design, possession, use or non-use, operation, maintenance, testing, repair, overhaul, condition, alteration, modification, addition, improvement, storage, seaworthiness, replacement, repair of the Vessel or any part (including, in each case, latent or other defects, whether or not discoverable and any claim for patent, trademark, or copyright infringement and all liabilities, obligations, losses, damages and claims in any

way relating to or arising out of spillage of cargo or fuel, out of injury to persons, properties or the environment or strict liability in tort); (B) any claim or penalty arising out of violations of applicable law by the Charterers or any Sub-Charterers; (C) death or property damage of shippers or others; (D) any liens in respect of the Vessel or any part thereof; or (E) any registration and/or tonnage fees (whether periodic or not) in respect of the Vessel payable to any registry of ships; (iii) any breach of or failure to perform or observe, or any other non-compliance with, any covenant or agreement or other obligation to be performed by the Charterers under any Transaction Document to which it is a party or the falsity of any representation or warranty of the Charterers in any Transaction Document to which it is a party or the occurrence of any Termination Event; (iv) in preventing or attempting to prevent the arrest, confiscation, seizure, taking and execution, requisition, impounding, forfeiture or detention of the Vessel, or in securing or attempting to secure the release of the Vessel in connection with the exercise of the rights of a holder of a lien created by the Charterers; (v) incurred or suffered by the Owners in: (A) procuring the delivery of the Vessel to the Charterers under Clause 35 (Delivery); (B) registering the Vessel at the registry of the Pre-Approved Flag; (C) recovering possession of the Vessel following termination of this Charter under Clause 49 (Termination Events); (D) arranging for a sale of the Vessel in accordance with Clause 53 (Sale of Vessel by the Owners); or (E) arranging for a transfer of the title of the Vessel in accordance with paragraphs (c) to (f) of Clause 52 (Purchase Option and transfer of title) (vi) arising from the Master or officers of the Vessel or the Charterers' agents signing bills of lading or other documents; (vii) in connection with: (A) the arrest, seizure, taking into custody or other detention by any court or other tribunal or by any governmental entity; or (B) subjection to distress by reason of any process, claim, exercise of any rights conferred by a lien or by any other action whatsoever, of the Vessel which are expended, suffered or incurred as a result of or in connection with any claim or against, or liability of, the Charterers or any other member of the Charter Group, together with any costs and expenses or other outgoings which may be paid or incurred by the Owners in releasing the Vessel from any such arrest, seizure, custody, detention or distress. Provided however that the Owners shall not be entitled to any indemnification or recompense pursuant to this Clause 58 for any liabilities, obligations, losses, damages, penalties, claims, actions, suits, fees, costs, expenses and disbursements incurred by the Owners as a consequence of any (A) wilful breach of this Charter by the Owners, or (B) arrest of the Vessel arising due to any action or omission on the part of the Owners.

(b) The Charterers shall pay to the Owners promptly on the Owners' written demand the amount of all costs and expenses (including legal fees) incurred by the Owners in connection with the enforcement of, or the preservation of any rights under, any Transaction Document including (without limitation) (i) any losses, costs and expenses which the Owners may from time to time sustain, incur or become liable for by reason of the Owners being deemed by any court or authority to be an operator, or in any way concerned in the operation, of the Vessel and (ii) collecting and recovering the proceeds of any claim under any of the Insurances. (c) Without prejudice to any right to damages or other claim which either Party may, at any time, have against the other hereunder, it is hereby agreed and declared that the indemnities of the Owners by the Charterers contained in this Charter shall continue in full force and effect after the Agreement Term. 59. Set-off (a) The Owners may set off any matured and/or contingent obligation due from the Charterers under the Transaction Documents (to the extent beneficially owned by the Owners) against any obligation (whether matured or not) owed by the Owners to the Charterers, regardless of the place of payment or currency of either obligation. If the obligations are in different currencies, the Owners may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off. (b) The Charterers may not set off any matured and/or contingent obligation due from the Owners under the Transaction Documents (to the extent beneficially owned by the Charterers) against any obligation (whether matured or not) owed by the Charterers to the Owners, regardless of the place of payment or currency of either obligation. 60. Further assurances and undertakings (a) Each Party shall make all applications and execute all other documents and do all other acts and things as may be necessary to implement and to carry out their obligations under, and the intent of, this Charter. (b) The Parties shall act in good faith to each other in respect of any dealings or matters under, or in connection with, this Charter. 61. Cumulative rights The rights, powers and remedies provided in this Charter are cumulative and not exclusive of any rights, powers or remedies at law or in equity unless specifically otherwise stated. 62. Day count convention Any interest, commission or fee accruing under a Transaction Document will accrue from day to day and is calculated on the basis of the actual number of days elapsed and a year of 360 days. 63. No waiver No delay, failure or forbearance by a party to exercise (in whole or in part) any right, power or remedy under, or in connection with, this Charter will operate as a waiver. No waiver of any breach of any provision of this Charter will be effective unless that waiver is in writing and signed by the Party against whom that waiver is claimed. No waiver of any breach will be, or be deemed to be, a waiver of any other or subsequent breach. 64. Entire agreement (a) This Charter contains all the understandings and agreements of whatsoever kind and nature existing between the Parties in respect of this Charter, the rights, interests, undertakings agreements and obligations of the Parties to this Charter and shall supersede all previous and contemporaneous negotiations and agreements. (b) This Charter may not be amended, altered or modified except by a written instrument executed by each of the Parties to this Charter.

65. Invalidity If any term or provision of this Charter or the application thereof to any person or circumstances shall to any extent be invalid or unenforceable the remainder of this Charter or application of such term or provision to persons or circumstances (other than those as to which it is already invalid or unenforceable) shall (to the extent that such invalidity or unenforceability does not materially affect the operation of this Charter) not be affected thereby and each term and provision of this Charter shall be valid and be enforceable to the fullest extent permitted by law. 66. English language All notices, communications and financial statements and reports under or in connection with this Charter and the other Transaction Documents shall be in English language or, if in any other language, shall be accompanied by a translation into English. In the event of any conflict between the English text and the text in any other language, the English text shall prevail. 67. No partnership Nothing in this Charter creates, constitutes or evidences any partnership, joint venture, agency, trust or employer/employee relationship between the Parties, and neither Party may make, or allow to be made any representation that any such relationship exists between the Parties. Neither Party shall have the authority to act for, or incur any obligation on behalf of, the other Party, except as expressly provided in this Charter. 68. Notices (a) Any notices to be given to the Owners under this Charter shall be sent in writing by registered letter, facsimile or email and addressed to: Address: Fax No.: Email: Attention: or to such other address, facsimile number or email address as the Owners may notify to the Charterers in accordance with this Clause 68. (b) Any notices to be given to the Charterers under this Charter shall be sent in writing by registered letter, facsimile or email and addressed to: Flex LNG Amber Limited c/o Flex LNG Management AS Bryggegata 3 0250 Oslo, Norway e-mail: finance@flexlng.com Att: CFO or to such other address, facsimile number or email address as the Charterers may notify to the Owners in accordance with this 68. (c) Any such notice shall be deemed to have reached the Party to whom it was addressed, when dispatched and acknowledged received (in case of a facsimile or an email) or when delivered (in case of a registered letter). A notice or other such communication received on a non-working day or after business hours in the place of receipt shall be deemed to be served on the next following working day in such place 69. Conflicts Unless stated otherwise, in the event of there being any conflict or inconsistency between the provisions of Clauses 1 (Definitions) (Part II) to 31 (Notices) (Part II) and the provisions of Clauses 32 (Definitions) to 76 (FATCA), the provisions of Clauses 32 (Definitions) to 76 (FATCA) shall prevail.

70. Survival of Charterers' obligations The termination of this Charter for any cause whatsoever shall not affect the right of the Owners to recover from the Charterers any money due to the Owners on or before the termination in consequence thereof and all other rights of the Owners (including but not limited to any rights, benefits or indemnities which are expressly provided to continue after the termination of this Charter) are reserved hereunder. 71. Counterparts This Charter may be executed in any number of counterparts and any single counterpart or set of counterparts signed, in either case, by all the parties hereto shall be deemed to constitute a full and original agreement for all purposes. 72. Confidentiality (a) The Parties shall maintain the information provided in connection with the Transaction Documents strictly confidential and agree to disclose to no person other than: (i) its board of directors, employees (only on a need to know basis), and shareholders, professional advisors and rating agencies; (ii) as may be required to be disclosed under applicable law or regulations or for the purpose of legal proceedings or the rules of any relevant stock exchange; (iii) in the case of the Owners, to any Finance Party or other actual or potential financier providing funding for the acquisition or refinancing of the Vessel; (iv) in the case of the Charterers, to any Sub-Charterer in respect of obtaining any consent required under the terms of any Sub-Charter; and (v) the shipbuilder and the managers, the classification society and flag authorities as may be necessary in connection with the transactions contemplated hereunder. (b) Any other disclosure by each Party shall be subject to the prior written consent of the other Party. 73. Third Parties Act (a) Any person which is an Indemnitee or a Finance Party from time to time and is not a party to this Charter shall be entitled to enforce such terms of this Charter as provided for in this Charter in relation to the obligations of the Charterers to such Indemnitee or (as the case may be) Finance Party, subject to the provisions of Clause 74 (Law and jurisdiction) and the Third Parties Act. The Third Parties Act applies to this Charter as set out in this Clause 73. (b) Save as provided above, a person who is not a party to this Charter has no right under the Third Parties Act to enforce or to enjoy the benefit of any term of this Charter. 74. Law and jurisdiction (a) This Charter and any non-contractual obligations arising from or in connection with it shall in all respects be governed by and interpreted in accordance with English law. (b) Any dispute, controversy or claim arising out of or relating to this Charter, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it shall be referred to and finally resolved by arbitration in London in accordance with the Arbitration Act 1996 or any statutory modification or re-enactment thereof save to the extent necessary to give effect to the provisions of this Clause 74.

(c) The arbitration shall be conducted in accordance with the London Maritime Arbitration Association (LMAA) terms current at the time when arbitration proceedings are commenced. (d) The reference shall be to three (3) arbitrators. A Party wishing to refer a dispute to arbitration shall appoint its arbitrator and send notice of such appointment in writing to the other Party requiring the other Party to appoint its own arbitrator within fourteen (14) calendar days of that notice and stating that it will appoint its arbitrator as sole arbitrator unless the other Party appoints its own arbitrator and gives notice that it has done so within the fourteen (14) days specified. If the other Party does not appoint its own arbitrator and give notice that it has done so within the fourteen (14) days specified, the Party referring a dispute to arbitration may, without the requirement of any further prior notice to the other Party, appoint its own arbitrator as sole arbitrator and shall advise the other Party accordingly. The award of a sole arbitrator shall be binding on both Parties as if he had been appointed by agreement. (e) Nothing herein shall prevent the Parties agreeing in writing to vary these provisions to provide for the appointment of a sole arbitrator. (f) In cases where neither the claim nor any counterclaim exceeds the sum of US Dollars Fifty Thousand (US$50,000) (or such other sum as the Parties may agree) the arbitration shall be conducted in accordance with the LMAA Small Claims Procedure current at the time when the arbitration proceedings are commenced. 75. Conditions subsequent Notwithstanding anything to the contrary in this Charter, the obligations of the Owners to charter, or continue to charter, the Vessel to the Charterers under this Charter shall be subject to the conditions that: (a) the Owners shall have received the following documents and evidence in form and substance satisfactory to the Owners no later than five (5) Business Days after the Delivery Date: (i) a copy of the endorsed policy issued by the insurer in respect of the Vessel; (ii) a copy of the duly signed letter of undertaking issued by all the relevant underwriters or insurance brokers or P&I clubs in respect of the Vessel; (iii) the Vessel's current SMC (as such term is defined pursuant to the ISM Code); (iv) the Vessel's current ISSC; (v) the Vessel's current IAPPC; (vi) the Vessel's classification confirmation certificate evidencing that it is free of all recommendations and requirements from the Classification Society; (b) to the extent that the Sub-Charter requires prior written consent from the Sub- Charterers before the Charterers may conduct an assignment under the Charterers' Assignment, the Charterers shall procure to be delivered to the Owners an original of the duly executed acknowledgement by the Sub-Charterers in accordance with the Charterers Assignment no later than fourteen (14) calendar days after the Delivery Date; and 76. FATCA (a) Defined terms For the purposes of this Clause 76 (FATCA), the following terms shall have the following meanings: "Code" means the United States Internal Revenue Code of 1986, as amended.

"FATCA" means sections 1471 through 1474 of the Code and any Treasury regulations thereunder. "FATCA Deduction" means a deduction or withholding from a payment under the Transaction Documents or the Project Documents required by or under FATCA. "FATCA Exempt Party" means a Relevant Party that is entitled under FATCA to receive payments free from any FATCA Deduction. "FATCA FFI" means a foreign financial institution as defined in section 1471(d)(4) of the Code which, if a Relevant Party is not a FATCA Exempt Party, could be required to make a FATCA Deduction. "FATCA Non-Exempt Party" means any Relevant Party who is not a FATCA Exempt Party. "Relevant Party" means any of the parties to the Transaction Documents. "IRS" means the United States Internal Revenue Service or any successor taxing authority or agency of the United States government. (b) FATCA Information (A) Subject to paragraph (iii) below, each Relevant Party shall, on the date of this Charter, and thereafter within ten (10) Business Days of a reasonable request by another Relevant Party: (B) confirm to that other party whether it is a FATCA Exempt Party or is not a FATCA Exempt Party; and (C) supply to the requesting party (with a copy to all other Relevant Parties) such other form or forms (including IRS Form W-8 or Form W-9 or any successor or substitute form, as applicable) and any other documentation and other information relating to its status under FATCA (including its applicable "pass thru percentage" or other information required under FATCA or other official guidance including intergovernmental agreements) as the requesting party reasonably requests for the purpose of the requesting party's compliance with FATCA. (i) If a Relevant Party confirms to any other Relevant Party that it is a FATCA Exempt Party or provides an IRS Form W-8 or W-9 showing that it is a FATCA Exempt Party and it subsequently becomes aware that it is not, or has ceased to be a FATCA Exempt Party, that party shall so notify all other Relevant Parties reasonably promptly. (ii) Nothing in this Clause 71 (FATCA) shall oblige any Relevant Party to do anything which would or, in its reasonable opinion, might constitute a breach of any law or regulation, any policy of that party, any fiduciary duty or any duty of confidentiality, or to disclose any confidential information (including, without limitation, its tax returns and calculations); provided, however, that nothing in this paragraph shall excuse any Relevant Party from providing a true, complete and correct IRS Form W-8 or W-9 (or any successor or substitute form where applicable). Any information provided on such IRS Form W-8 or W-9 (or any successor or substitute forms) shall not be treated as confidential information of such party for purposes of this paragraph. (iii) If a Relevant Party fails to confirm its status or to supply forms, documentation or other information requested in accordance with the provisions of this Charter or the provided information is insufficient under FATCA, then: (A) if that party failed to confirm whether it is (and/or remains) a FATCA Exempt Party then such party shall be treated for the purposes of the Transaction Documents as if it is a FATCA Non-Exempt Party; and

(B) if that party failed to confirm its applicable passthru percentage then such party shall be treated for the purposes of this Charter and the Transaction Documents (and payments made thereunder) as if its applicable passthru percentage is 100%, until (in each case) such time as the party in question provides sufficient confirmation, forms, documentation or other information to establish the relevant facts. (c) FATCA Deduction and gross-up by Relevant Party (i) If the representation made by the Charterers under Clause 47 (Charterers' representations and warranties) proves to be untrue or misleading such that the Charterers are required to make a FATCA Deduction, the Charterers shall make the FATCA Deduction and any payment required in connection with that FATCA Deduction within the time allowed and in the minimum amount required by FATCA. (ii) If the Charterers are required to make a FATCA Deduction then the Charterers shall increase the payment due from them to the Owners to an amount which (after making any FATCA Deduction) leaves an amount equal to the payment which would have been due if no FATCA Deduction had been required. (iii) The Charterers shall promptly upon becoming aware that they must make a FATCA Deduction (or that there is any change in the rate or basis of a FATCA Deduction) notify the Owners accordingly. Within thirty (30) days of the Charterers making either a FATCA Deduction or any payment required in connection with that FATCA Deduction, the Charterers shall deliver to the Owners evidence reasonably satisfactory to the Owners that the FATCA Deduction has been made or (as applicable) any appropriate payment paid to the relevant governmental or taxation authority. (iv) If the Owners are required to make a deduction or withholding from a payment under the Finance Documents in respect of FATCA, which deduction or withholding would not have been required if a Relevant Person were not a US Tax Obligor or FATCA FFI, and are required under the Finance Documents (if any) to pay additional amounts in respect of such deduction or withholding, the amount of the payment due from the Charterers shall be increased to an amount which, after any such deduction or withholding and payment of additional amounts, leaves the Owners with an amount equal to the amount which it would have had remaining if it had not been required to pay additional amounts under such Finance Documents. (d) FATCA Deduction by Owners The Owners may make any FATCA Deduction they are required by FATCA to make, and any payment required in connection with that FATCA Deduction, and the Owners shall not be required to increase any payment in respect of which it makes such a FATCA Deduction or otherwise compensate the recipient for that FATCA Deduction.

Schedule 1 FORM OF PROTOCOL OF DELIVERY AND ACCEPTANCE PROTOCOL OF DELIVERY AND ACCEPTANCE It is hereby certified that pursuant to a bareboat charter dated and made between Bund 10 Holding Limited (the "Owners") as owner and Flex LNG Amber Limited of The Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Republic of the Marshall Islands MH96960 (the "Bareboat Charterers") as bareboat charterer (as maybe amended and supplemented from time to time, the "Bareboat Charter") in respect of one (1) vessel named "FLEX AMBER" and registered under the laws and flag of the Marshall Islands with IMO number (the "Vessel"), the Vessel is delivered for charter by the Owners to the Bareboat Charterers, and accepted by the Bareboat Charterers from the Owners at hours ([●] time) on the date hereof in accordance with the terms and conditions of the Bareboat Charter. IN WITNESS WHEREOF, the Owners and the Bareboat Charterers have caused this PROTOCOL OF DELIVERY AND ACCEPTANCE to be executed by their duly authorised representative on this day of 20[●] in [●]. THE OWNERS THE BAREBOAT CHARTERERS by: by: Name: Name: Title: Title: Date: Date:

Schedule 2 FORM OF TITLE TRANSFER PROTOCOL OF DELIVERY AND ACCEPTANCE PROTOCOL OF DELIVERY AND ACCEPTANCE Vessel "FLEX AMBER" Bund 10 Holding Limited (the "Owners") deliver to Flex LNG Amber Limited, a corporation incorporated under the laws of the Republic of the Marshall Islands with registration number 96759 and its registered address at The Trust Company, Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960 (the "Bareboat Charterers") the Vessel described below and the Bareboat Charterers accept delivery of, title and risk to the Vessel pursuant to the terms and conditions of the bareboat charterer dated (as may be amended and supplemented from time to time) and made between (1) the Owners and (2) the Bareboat Charterers. Name of Vessel: "FLEX AMBER" Flag: Marshall Islands Place of Registration: Majuro IMO Number: 9857377 Gross Tonnage: 116,430 tons Net Net Tonnage: 34,930 tons Dated: 20[●] At: hours ([●] time) Place of delivery: THE OWNER THE BAREBOAT CHARTERER Bund 10 Holding Limited Flex LNG Amber Limited by: by: Name: Name: Title: Title: Date: Date:

10127241/1 FACILITIES AGREEMENT UP TO USD 125,000,000 TERM LOAN AND REVOLVING FACILITIES for FLEX VOLUNTEER LIMITED as Borrower with FLEX LNG LTD. and FLEX LNG FLEET LIMITED as Guarantors arranged by SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) NORDEA BANK ABP, FILIAL I NORGE CITIGROUP GLOBAL MARKETS LIMITED as Bookrunners and Mandated Lead Arrangers with SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) NORDEA BANK ABP as Hedge Providers and SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) as Agent and Security Agent in respect of the Vessel "FLEX VOLUNTEER" Dated 29 June 2020

10127241/1 2 TABLE OF CONTENTS 1 DEFINITIONS AND INTERPRETATION .................................................................................................. 4 2 THE FACILITIES ............................................................................................................................. 22 3 PURPOSE ...................................................................................................................................... 23 4 CONDITIONS PRECEDENT ............................................................................................................... 23 5 DRAWDOWN .................................................................................................................................. 25 6 REPAYMENT ................................................................................................................................... 26 7 PREPAYMENT AND CANCELLATION ................................................................................................... 28 8 INTEREST ...................................................................................................................................... 31 9 INTEREST PERIODS ........................................................................................................................ 31 10 CHANGES TO THE CALCULATION OF INTEREST .................................................................................. 32 11 FEES ............................................................................................................................................. 34 12 TAX GROSS-UP AND INDEMNITIES ................................................................................................... 35 13 INCREASED COSTS ........................................................................................................................ 39 14 OTHER INDEMNITIES ...................................................................................................................... 41 15 MITIGATION BY THE LENDERS ......................................................................................................... 43 16 COSTS AND EXPENSES ................................................................................................................... 43 17 GUARANTEE AND INDEMNITY .......................................................................................................... 44 18 SECURITY ..................................................................................................................................... 48 19 REPRESENTATIONS AND WARRANTIES ............................................................................................. 50 20 INFORMATION UNDERTAKINGS ....................................................................................................... 54 21 FINANCIAL COVENANTS .................................................................................................................. 58 22 GENERAL UNDERTAKINGS ............................................................................................................... 59 23 VESSEL COVENANTS ...................................................................................................................... 63 24 EVENTS OF DEFAULT ...................................................................................................................... 68 25 CHANGES TO THE PARTIES ............................................................................................................. 72 26 ROLE OF THE AGENT, THE SECURITY AGENT AND THE ARRANGER ....................................................... 75 27 CONDUCT OF BUSINESS OF THE FINANCE PARTIES ........................................................................... 84 28 SHARING AMONG THE FINANCE PARTIES .......................................................................................... 84 29 PAYMENT MECHANICS .................................................................................................................... 86 30 SET-OFF ........................................................................................................................................ 88 31 NOTICES ....................................................................................................................................... 88 32 CALCULATIONS AND CERTIFICATES ................................................................................................. 89 33 PARTIAL INVALIDITY ...................................................................................................................... 90 34 REMEDIES AND WAIVERS ............................................................................................................... 90 35 AMENDMENTS AND WAIVERS .......................................................................................................... 90

10127241/1 3 36 CONFIDENTIAL INFORMATION ......................................................................................................... 92 37 COUNTERPARTS ............................................................................................................................. 96 38 CONTRACTUAL RECOGNITION OF BAIL-IN ......................................................................................... 96 39 GOVERNING LAW AND ENFORCEMENT .............................................................................................. 98 SCHEDULES: SCHEDULE 1: THE ORIGINAL LENDERS AND COMMITMENTS SCHEDULE 2: CONDITIONS PRECEDENT SCHEDULE 3: FORM OF DRAWDOWN NOTICE SCHEDULE 4: FORM OF SELECTION NOTICE SCHEDULE 5: FORM OF COMPLIANCE CERTIFICATE SCHEDULE 6: FORM OF TRANSFER CERTIFICATE SCHEDULE 7: VESSEL SCHEDULE 8: REPAYMENT SCHEDULE

10127241/1 4 THIS FACILITIES AGREEMENT is dated 29 June 2020 and made between: (1) FLEX VOLUNTEER LIMITED, a corporation incorporated in the Republic of Marshall Islands, having registration no. 98381, whose registered address is at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH 96960 as borrower (the "Borrower"); (2) FLEX LNG FLEET LIMITED, a company incorporated and existing under the laws of Bermuda, having company registration no. 52351, whose registered office is at Par-la-Ville Place, 14 Par-la-Ville Road, Hamilton, Bermuda (the "Intermediate Parent"); (3) FLEX LNG LTD., a company incorporated and existing under the laws of Bermuda, having company registration no. 52644, whose registered office is at Par-la-Ville Place, 14 Par-la- Ville Road, Hamilton, Bermuda (the "Ultimate Parent", and together with the Intermediate Parent, the "Guarantors" and each a "Guarantor") (4) THE FINANCIAL INSTITUTIONS listed in Schedule 1 (The Original Lenders and Commitments) as lenders (the "Original Lenders"); (5) SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) as bookrunner, co-ordinator and mandated lead arranger; (6) NORDEA BANK ABP, FILIAL I NORGE and CITIGROUP GLOBAL MARKETS LIMITED as bookrunners and mandated lead arrangers (together with the entity referred to in (5) above, the "Arrangers", and each an "Arranger"); (7) SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) and NORDEA BANK ABP as hedge providers (each a "Hedge Provider", jointly the "Hedge Providers"); (8) SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) as facility agent of the other Finance Parties (in such capacity, the "Agent"); and (9) SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) as security agent of the other Finance Parties (in such capacity, the "Security Agent"). IT IS AGREED as follows: SECTION 1 INTERPRETATION 1 DEFINITIONS AND INTERPRETATION 1.1 Definitions In this Agreement, unless the context otherwise requires: "Account Bank" means DNB Bank ASA. "Account Pledge" means a first priority pledge granted or to be granted by the Borrower in favour of the Security Agent (on behalf of the Finance Parties) over the Earnings Accounts of the Borrower, to be in form and substance satisfactory to the Security Agent.

10127241/1 5 "Affiliate" means, in relation to any person, a Subsidiary of that person or a Holding Company of that person or any other Subsidiary of that Holding Company. "Agreement" means this facilities agreement, as it may be amended, supplemented and varied from time to time, including its Schedules and any Transfer Certificate. “Annex VI” means Annex VI of the Protocol of 1997 (as subsequently amended from time to time) to amend the International Convention for the Prevention of Pollution from Ships 1973 (Marpol), as modified by the Protocol of 1978 relating thereto. "Approved Broker" means each of Fearnleys, Clarksons Platou, Nordic Shipping, Affinity, Braemer, Simpson Spence Young or such other independent and internationally reputable shipbroker(s) as may be approved in writing by the Agent. "Approved Manager" means: a) Bernhard Schulte Shipmanagement; b) Flex LNG Fleet Management AS; c) any company within the Group or the Seatankers Group; or d) any other management company acceptable to the Majority Lenders from time to time as the technical and/or commercial manager of the Vessel, such consent not to be unreasonably withheld or delayed. "Approved Ship Registry" means each of the Marshall Islands, the Norwegian International Ship Registry (NIS), Liberia or such other international ship registry as may be approved in writing by all the Lenders. "Approved Classification Society" means each of DNV GL, Lloyds Register, American Bureau of Shipping (ABS), Bureau Veritas or such other IACS classification society as may be pre-approved in writing by all the Lenders, such approval not to be unreasonably withheld or delayed. "Article 55 BRRD" means Article 55 of Directive 2014/59/EU establishing a framework for the recovery and resolution of credit institutions and investment firms. "Assignment of Earnings and Charterparties" means a first priority assignment granted or to be granted by the Borrower in favour of the Security Agent (on behalf of the Finance Parties) of any of the Borrower's (i) rights, titles and interests to any Earnings, and (ii) in respect of any charterparty for the Vessel with a firm term (excluding options) exceeding twelve (12) months, its rights, titles and interests to same, to be in form and substance acceptable to the Security Agent. "Assignment of Hedging Claims" means a first priority assignment granted or to be granted by the Borrower in favour of the Security Agent (on behalf of the Finance Parties) of the Borrower's rights, titles and interests under any Hedging Agreements related to the Facilities, to be in form and substance acceptable to the Security Agent. "Assignment of Insurances" means a first priority assignment granted or to be granted by the Borrower in favour of the Security Agent (on behalf of the Finance Parties) of the Insurances relating to the Vessel, to be in form and substance acceptable to the Security Agent.

10127241/1 6 "Assignment of Intercompany Loans" means a first priority assignment of any claims against the Borrower from any Guarantor, and any claims against any Guarantor from the Borrower, in favour of the Security Agent (on behalf of the Finance Parties) to be in form and substance acceptable to the Security Agent, and to include a statement of subordination, whereby the relevant creditor subordinates its claims against the relevant debtor to the claims of the Finance Parties under the Finance Documents. "Authorisations" means an authorisation, consent, approval, resolution, licence, exemption, filing, notarisation or registration. "Availability Period" means a) in respect of the Term Loan Facility: the period from and including the date of this Agreement to and including 30 June 2021, or such later date as may be agreed in writing by the Lenders; and b) in respect of the Revolving Facility: the period from and including the Drawdown Date under the Term Loan Facility up to three (3) months prior to the Final Maturity Date. "Available Commitment" means, in relation to a Facility, a Lender's Commitment under the Facility minus: a) the amount of its participation in any outstanding Loans under that Facility; and b) in relation to any proposed drawdown only, the amount of its participation in any Loans that are due to be made under that Facility on or before the proposed Drawdown Date. "Bail-In Action" means the exercise of any Write-down and Conversion Powers. "Bail-In Legislation" means: a) in relation to an EEA Member Country which has implemented, or which at any time implements, Article 55 of Directive 2014/59/EU establishing a framework for the recovery and resolution of credit institutions and investment firms, the relevant implementing law or regulation as described in the EU Bail-In Legislation Schedule from time to time; and b) in relation to any state other than such an EEA Member Country or (to the extent that the United Kingdom is not such an EEA Member Country) the United Kingdom, any analogous law or regulation from time to time which requires contractual recognition of any Write- down and Conversion Powers contained in that law or regulation. "Break Costs" means the amount (if any) by which: a) the interest (excluding the Margin) which a Lender should have received for the period from the date of receipt of all or part of its participation in a Loan or Unpaid Sum to the last day of the current Interest Period in respect of a Loan or Unpaid Sum, had the principal amount or Unpaid Sum been paid on the last day of that Interest Period; exceeds: b) the amount which that Lender would be able to obtain by placing an amount equal to the principal amount or Unpaid Sum received by it on deposit with a leading bank in the

10127241/1 7 London interbank market for a period starting on the Business Day following receipt or recovery and ending on the last day of the current Interest Period. "Business Day" means a day (other than a Saturday or Sunday) on which banks are open for general business in Oslo, Stockholm, London and New York (or any other relevant place of payment under Clause 29 (Payment mechanics)). “Change in Ultimate Beneficial Owner” means in respect of an Obligor any event by which a private individual (i) acquires the legal and/or beneficial ownership (directly or indirectly) of 25 per cent. or more of the issued share capital of that Obligor or (ii) acquires the power (whether by way of ownership of shares, proxy, contract, agency or otherwise) to (directly or indirectly) cast, or control the casting of, 25 per cent. or more of the votes that might be cast at a general meeting of that Obligor or (iii) gains effective control over that Obligor (such private individual being referred to as the “Ultimate Beneficial Owner”). "Change of Control" means the occurrence of any of the following events: a) any company controlled directly or indirectly by the John Fredriksen Family ceases to own directly minimum 25% of the shares and/or the voting rights of the Ultimate Parent; or b) without the prior written approval of the Majority Lenders, any individual person or more persons acting in concert (other than any company controlled directly or indirectly by the John Fredriksen Family) have the right or the ability to control, either directly or indirectly, the affairs or composition of the majority of the board of directors (or equivalent) of the Ultimate Parent or becomes owners of 1/3 or more of the voting shares of the Ultimate Parent; or c) the Ultimate Parent ceases to own directly 100% of the shares and/or the voting rights in the Intermediate Parent; or d) the Intermediate Parent ceases to own directly 100% of the shares and/or the voting rights in the Borrower, excluding in the event of a disposal of such shares in accordance with Clause 7.2 (Disposal or Total Loss), in which case that clause shall apply. "Code" means the US Internal Revenue Code of 1986 (as amended). "COFR" means the U.S. Certificate of Financial Responsibility program (as in effect from time to time), based on the U.S. Oil Pollution Act of 1980. "Commitment" means a) in relation to a Facility, the amount set out under the heading of such Facility in Schedule 1 (The Original Lenders and Commitments); b) in relation to an Original Lender, the amount set opposite its name under the heading "Commitment" in Schedule 1 (The Original Lenders and Commitments) and the amount of any other Commitment transferred to it under this Agreement; and c) in relation to any other Lender, the amount of any Commitment transferred to it under this Agreement, to the extent not cancelled, reduced or transferred by it under this Agreement.

10127241/1 8 "Compliance Certificate" means a certificate substantially in the form as set out in Schedule 5 (Form of Compliance Certificates). "Confidential Information" means all information relating to the Obligors, the Group, the Finance Documents or the Facilities of which a Finance Party becomes aware in its capacity as, or for the purpose of becoming, a Finance Party or which is received by a Finance Party in relation to, or for the purpose of becoming a Finance Party under, the Finance Documents or the Facilities from either: a) the Obligors or any of their respective advisers; or b) another Finance Party, if the information was obtained by that Finance Party directly or indirectly from the Obligors or any of their advisers, in whatever form, and includes information given orally and any document, electronic file or any other way of representing or recording information which contains or is derived or copied from such information but excludes information that: (i) is or becomes public information other than as a direct or indirect result of any breach by that Finance Party of Clause 36.1 (Confidential Information); or (ii) is identified in writing at the time of delivery as non-confidential by the Obligor or any of its advisers; or (iii) is known by that Finance Party before the date the information is disclosed to it in accordance with paragraphs a) or b) above or is lawfully obtained by that Finance Party after that date, from a source which is, as far as that Finance Party is aware, unconnected with the Obligor and which, in either case, as far as that Finance Party is aware, has not been obtained in breach of, and is not otherwise subject to, any obligation of confidentiality. "Default" means an Event of Default or any event or circumstance specified in Clause 24 (Events of Default) which would (with the expiry of a grace period, the giving of notice, the making of any determination under the Finance Documents or any combination of any of the foregoing) be an Event of Default. "Delivery Date" means the date on which the Vessel is actually delivered, by passing of risk and title, to the Borrower under the Intermediate MOA, expected to occur on or about 28 February 2021. "DOC" means, in relation to any technical Manager of the Vessel, a valid document of compliance issued to the technical Manager pursuant to paragraph 13.2 of the ISM Code. "Drawdown Date" means the Business Day on which the Borrower has requested drawdown of a Loan pursuant to this Agreement or, as the context requires, the date on which the drawdown is actually made. "Drawdown Notice" means a notice substantially in the form set out in Schedule 3 (Form of Drawdown Notice). "Earnings" means all moneys whatsoever which are now, or later become, payable (actually or contingently) to the Borrower and which arise out of the use of or operation of the Vessel, including (but not limited to):

10127241/1 9 a) all freight, hire and passage moneys payable to the Borrower, including (without limitation) payments of any nature under a charterparty or any other agreement for the employment, use, possession, management and/or operation of the Vessel; b) any claim under any guarantees related to freight and hire payable to the Borrower as a consequence of the operation of the Vessel; c) compensation payable to the Borrower in the event of any requisition of the Vessel or for the use of the Vessel by any government authority or other competent authority; d) remuneration for salvage, towage and other services performed by the Vessel payable to the Borrower; e) demurrage and retention money receivable by the Borrower in relation to the Vessel; f) all moneys which are at any time payable under the Insurances in respect of loss of earnings; g) any damages for breach (or payments for variation or termination) of any contract of employment of the Vessel payable to the Borrower; h) if and whenever the Vessel is employed on terms whereby any moneys falling within paragraphs a) to f) above (both inclusive) are pooled or shared with any other person, that proportion of the net receipts of the relevant pooling or sharing arrangement which is attributable to the Vessel; and i) any other money whatsoever due or to become due to the Borrower from third parties in relation to the Vessel, or otherwise. "Earnings Accounts" means the Borrower's bank accounts, into which all Earnings are to be paid, to be held with the Account Bank, and to be subject to the Account Pledge. "EEA Member Country" means any member state of the European Union, Iceland, Liechtenstein and Norway. "Environmental Approval" means any permit, licence, consent, approval and other Authorisations and the filing of any notification, report or assessment required under any Environmental Law for the operation of the Vessel. "Environmental Claim" means any claim, proceeding or investigation by any party in respect of any Environmental Law or Environmental Approval. "Environmental Law" means any law, regulation, convention or treaty applicable to an Obligor and which relates to the pollution or protection of the environment or to the carriage of material which is capable of polluting the environment. "EU Bail-In Legislation Schedule" means the document described as such and published by the Loan Market Association (or any successor person) from time to time. "Event of Default" means any event or circumstance specified as such in Clause 24 (Events of Default). "FA Act" means the Norwegian Financial Agreements Act 1999 No. 46 (No. finansavtaleloven).

10127241/1 10 "Facilities" means the Term Loan Facility and the Revolving Facility and "Facility" means each of them. "FATCA" means: a) sections 1471 to 1474 of the Code or any associated regulations; b) any treaty, law or regulation of any other jurisdiction, or relating to an intergovernmental agreement between the US and any other jurisdiction, which (in either case) facilitates the implementation of any law or regulation referred to in paragraph a) above; or c) any agreement pursuant to the implementation of any treaty, law or regulation referred to in paragraphs a) or b) above with the US Internal Revenue Service, the US government or any governmental or taxation authority in any other jurisdiction. "FATCA Application Date" means: a) in relation to a "withholdable payment" described in section 1473(1)(A)(i) of the Code (which relates to payments of interest and certain other payments from sources within the US), 1 July 2014; b) in relation to a "passthru payment" described in section 1471(d)(7) of the Code not falling within paragraph (a) above, the first date from which such payment may become subject to a deduction or withholding required by FATCA. "FATCA Deduction" means a deduction or withholding from a payment under a Finance Document required by FATCA. "FATCA Exempt Party" means a Party that is entitled to receive payments free from any FATCA Deduction. "Fee Letter" means any letter or letters dated on or about the date of this Agreement between: a) the Agent (on behalf of any other Finance Parties) and the Borrower; and b) the Agent (for itself) and the Borrower, in each case, setting out any of the fees referred to in Clause 11 (Fees). "Final Maturity Date" means the day falling five (5) years after the Drawdown Date under the Term Loan Facility. "Finance Documents" means a) this Agreement; b) any Fee Letter; c) the Security Documents; d) any Trust Agreement;

10127241/1 11 e) each Hedging Agreement, other than in respect of Clauses 35 (Amendments and Waivers), 37 (Counterparts) and (in relation to any communications between the Borrower and the Hedge Providers) Clause 31 (Notices); and f) any other document designated as such by the Agent and the Borrower. "Finance Party" means any or all of the Lenders, the Agent, the Security Agent, the Arrangers and the Hedge Providers. "Financial Indebtedness" means any indebtedness for or in respect of: a) moneys borrowed and debit balances at banks or other financial institutions; b) any amount raised by acceptance under any acceptance credit facility or dematerialised equivalent; c) any amount raised pursuant to any note purchase facility or the issue of bonds, notes, debentures, loan stock or any similar instrument; d) the amount of any liability in respect of any lease or hire purchase contract which would, in accordance with US GAAP, be treated as a finance or capital lease; e) receivables sold or discounted (other than any receivables to the extent they are sold on a non-recourse basis); f) any derivative transaction entered into in connection with protection against or benefit from fluctuation in any rate or price (and, when calculating the value of any derivative transaction, only the marked to market value (or, if any actual amount is due as a result of the termination or close-out of that derivative transaction, that amount) shall be taken into account); g) any counter-indemnity obligation in respect of a guarantee, indemnity, bond, standby or documentary letter of credit or any other instrument issued by a bank or financial institution; h) any amount of any liability under a deferred purchase agreement if (i) one of the primary reasons behind entering into the agreement is to finance the acquisition or construction of the asset or service in question or (ii) the agreement is in respect of the supply of assets or services and payment is due more than 60 days after the date of supply; i) any amount raised under any other transaction (including any forward sale or purchase, sale and sale back or sale and leaseback agreement) having the commercial effect of a borrowing or otherwise classified as borrowings under US GAAP; and j) (without double-counting) the amount of any liability in respect of any guarantee or indemnity for any of the items referred to in paragraphs a) to i) above. "Green Passport" means a document listing all potential hazardous materials on board the Vessel as further described by the Vessel's classification society and/or the International Maritime Organization (IMO), hereunder an Inventory of Hazardous Materials as described thereby. "Group" means the Ultimate Parent and its Subsidiaries from time to time.

10127241/1 12 "Guarantee" means the unconditional and irrevocable guarantee (In Norwegian: "Selvskyldnerkausjon") and indemnity provided by the each of the Guarantors pursuant to Clause 17 (Guarantee and indemnity). "Hedging Agreement" means any master agreement, confirmation, schedule or other agreement entered or to be entered into by the Borrower and any Hedge Provider to hedge liabilities under or in connection with the Agreement. "Holding Company" means, in relation to a person, any other person in respect of which it is a Subsidiary. "Insurance Report" means a report with respect to the Insurances, with a form, scope and conclusion acceptable to the Lenders, and from a firm of marine insurance brokers acceptable to the Lenders. "Insurances" means, in relation to the Vessel, all insurance policies and contracts of insurance (which expression includes all entries of the Vessel in a protection and indemnity or war risk association) which are from time to time during the Security Period in place or taken out or entered into by or for the benefit of the Borrower (whether in the sole name of the Borrower or in the joint names of the Obligors and any other person) in respect of the Vessel or otherwise in connection with the Vessel and all benefits thereunder (including claims of whatsoever nature and return of premiums). "Interest Payment Date" means the last Business Day of each Interest Period. "Interest Period" means, in relation to a Loan, each period determined in accordance with Clause 9 (Interest Periods), and, in relation to an Unpaid Sum, each period determined in accordance with Clause 8.3 (Default interest). "Intermediate Buyer" means Volunteer Shipowning Inc. in respect of the Vessel, which entity is party as buyer to the Shipbuilding Contract, and have entered into the Intermediate MOA. "Intermediate MOA" means the memorandum of agreement for the sale of the Vessel from the Intermediate Buyer as seller to the Borrower as buyer, securing a concurrent delivery under the Shipbuilding Contract and the Intermediate MOA, and including arrangements for the assignment of Yard's warranties in respect of the Vessel to the Borrower, to be in form and substance satisfactory to the Agent. "Interpolated Screen Rate" means, in relation to LIBOR for any Loan, the rate (rounded to the same number of decimal places as the two relevant Screen Rates) which results from interpolating on a linear basis between: a) the applicable Screen Rate for the longest period (for which that Screen Rate is available) which is less than the Interest Period of that Loan; and b) the applicable Screen Rate for the shortest period (for which that Screen Rate is available) which exceeds the Interest Period of that Loan, each as of 12:00 hours on the Quotation Day for USD. "ISM Code" means the International Safety Management Code for the Safe Operation of Ships and for Pollution Prevention.

10127241/1 13 "ISPS Code" means the International Ship and Port Facility Security (ISPS) Code as adopted by the International Maritime Organization's (IMO) Diplomatic Conference of December 2002. "John Fredriksen Family" means Mr. John Fredriksen, his direct lineal descendants, the personal estate of any of them and/or any trust created for the benefit of any of the aforementioned persons or their estates. "Lender" means: a) any Original Lender; and b) any New Lender, which in each case has not ceased to be a Party in accordance with the terms of this Agreement. "LIBOR" means, in relation to any Loan: a) the applicable Screen Rate as of 12:00 hours on the Quotation Day for USD and for a period equal in length to the Interest Period of that Loan; or b) as otherwise determined pursuant to Clause 10.1 (Unavailability of Screen Rate); and if, in either case, that rate is below zero, LIBOR will be deemed to be zero. "Loan" means a loan made or to be made under a Facility or the principal amount outstanding for the time being of that loan. "Majority Lenders" means: a) if there are no Loan outstanding, a Lender or Lenders whose Commitments aggregate equal to or more than 662/3% of the Total Commitments (or, if the Total Commitments have been reduced to zero, aggregated equal to or more than 662/3% of the Total Commitments immediately prior to the reduction); or b) at any other time, a Lender or Lenders whose participations in the Loans then outstanding aggregate equal to or more than 662/3% of the Loans then outstanding. "Management Agreement(s)" means any commercial and/or technical management agreement entered into between the Borrower and the Manager(s) regarding the Vessel, on terms and conditions acceptable to the Majority Lenders. "Manager" means any technical or commercial manager of the Vessel. "Manager's Undertaking" means a subordination statement by each Manager of the Vessel, in form and substance acceptable to the Agent, whereupon the Manager fully subordinates its claims under any Management Agreement(s) and otherwise in respect of the Vessel to the claims of the Finance Parties under the Finance Document. "Margin" means two point eighty five per cent (2.85%) per annum. "Marpol" means the International Convention for the Prevention of Pollution from Ships.

10127241/1 14 "Market Value" means the fair market value of the Vessel in USD, being the average of valuations of the Vessel obtained from two (2) Approved Brokers by the Borrower. Such valuations to be made with or without physical inspection of the Vessel (as the Majority Lenders may require) on the basis of a sale for prompt delivery for cash at arm's length on normal commercial terms as between a willing buyer and seller, on an "as is, where is" basis, free of any existing charter or other contract of employment and/or pool arrangement. If the two valuations differ by more than ten per cent. (10.00%), then a third Approved Broker appointed by the Agent (as instructed by the Majority Lenders) shall provide a valuation and the value of the Vessel shall be the average of the three valuations. The valuations shall be for the cost of the Borrower. "Material Adverse Effect" means a material adverse effect on: a) the financial position, business or operation of any Obligor or the Group (taken as a whole); b) the ability of any of the Obligors' to perform any of its obligations under the Finance Documents; or c) the validity or enforceability of, or the effectiveness or ranking of any Security Interest granted or purported to be granted pursuant to any of, the Finance Documents or the rights or remedies of any Finance Party under any of the Finance Documents. "Maximum Loan Amount" means an amount equal to the lower of: a) 65% of the Market Value of the Vessel; and b) USD 125,000,000, "Mortgage" means the first priority or preferred, as applicable, cross collateralized ship mortgage and, if applicable, the declaration of pledge or deed of covenants collateral thereto, granted by the Borrower in favour of the Security Agent (on behalf of the Finance Parties) in form and substance acceptable to the Security Agent and registered against the Vessel with the applicable Approved Ship Registry. "New Lender" has the meaning set out in Clause 25 (Changes to the Parties). "Obligor" means the Borrower or the Guarantors, or any of them, as the case may be. "Original Financial Statements" means the financial statements for each Obligor (consolidated and audited in respect of the Ultimate Parent), for the financial year ended 31 December 2019. "Party" means a party to this Agreement. “Poseidon Principles” means the financial industry framework for assessing and disclosing the climate alignment of ship finance portfolios published on June 2019 as the same may be amended or replaced to reflect changes in applicable law or regulation or the introduction of or changes to mandatory requirements of the International Maritime Organization from time to time. "Quotation Day" means, in relation to any period for which an interest rate is to be determined two (2) Business Days before the first day of that period.

10127241/1 15 "Reference Banks" means the Lenders and any other bank to be agreed between the Borrower and the Agent at the appropriate time. "Reference Bank Rate" means the arithmetic mean of the rates (rounded upwards to four decimal places) as supplied to the Agent at its request by the Reference Banks, as the rate at which the relevant Reference Bank could borrow funds in the applicable interbank market in the relevant currency and for the relevant period, were it to obtain interbank offers for deposits in that currency and for that period, and if a Reference Bank does not supply a quotation by 12:00 hours on the Quotation Day, the applicable rate shall be determined on the basis of the quotations of the remaining Reference Banks. "Relevant Jurisdiction" means in relation to any Party: a) its jurisdiction of incorporation; b) any jurisdiction where any asset subject to or intended to be subject to Security Interest under a Security Document to be created by it is situated or registered, as applicable; c) any jurisdiction where it conducts its business; and d) the jurisdiction whose laws govern the perfection of any of the Security Documents entered into by it. "Repeating Representations" means each of the representations set out in Clause 19 (Representations and warranties), except for Clauses 19.3a) (Binding obligations), 19.4a) (No conflict with other obligations), 19.6 (Governing law and enforcement), 19.8 b (Taxes) and Clause 19.9 (No filing or stamp taxes). "Resolution Authority" means any body which has authority to exercise any Write-down and Conversion Powers. "Restricted Party" means a person or persons, legal or physical that: a) is listed on any Sanctions List; b) is domiciled, resident, located or having its main place of business in, or is incorporated under the laws of, a country or a territory that is or whose government is subject to Sanctions which attach legal effect to being domiciled, located, having its main place of business in, or incorporated under the laws such country; c) otherwise the target of Sanctions (whether designated by name or by reason of being included in a class of person); d) with which any Finance Party is prohibited from dealing with or otherwise engaging in a transaction with due to Sanctions; or e) is directly or indirectly owned by more than 50 percent or controlled, or acting on behalf, at the direction or for the benefit of a person(s) referred to in paragraph (a), (b) or (c) above. "Revolving Facility" means the senior secured revolving credit facility provided pursuant to the terms of this Agreement, as described in Clause 2.1 (The Facilities) "Rollover Loan" means one or more Loans under the Revolving Facility:

10127241/1 16 (i) made or to be made: (A) on the same day that a maturing Loan is due to be repaid by the Borrower; and (B) in whole or in part for the purpose of refinancing the maturing Loan; and (ii) the aggregate amount of which is equal to or less than the amount of the maturing Loan. "Sanctions" means any economic or financial sanctions laws and/or regulations, trade embargoes, prohibitions, restrictive measures, decisions, executive orders, or notices from regulators implemented, adapted, imposed, administered, enacted, or enforced by any Sanctions Authority. "Sanctions Authority" means the United Nations Security Council, the European Union or the Kingdom of Sweden, the United Kingdom, the Kingdom of Norway, any country to which any Obligor is bound, the United States of America (including but not limited to the U.S. Department of Treasury's Office of Foreign Assets Control (OFAC) and the U.S. Department of State), and any authority acting on behalf of any of them in connection with Sanctions. "Sanctions List" means any list of persons or entities subject to Sanctions published in connection with Sanctions by or on behalf of any Sanctions Authority from time to time. "Screen Rate" means the London interbank offered rate administered by ICE Benchmark Administration Limited (or any other person which takes over the administration of that rate) for USD for the relevant period displayed on the appropriate or relevant page of the Reuters screen which displays that rate, or on the appropriate page of such other information service which publishes that rate from time to time in place of Reuters. If such page or service ceases to be available, the Agent may specify another page or service displaying the relevant rate after consultation with the Ultimate Parent. "Security Documents" means all or any security documents as may be entered into from time to time pursuant to Clause 18 (Security). "Security Interest" means any mortgage, charge (whether fixed or floating), encumbrance, pledge, lien, assignment by way of security, finance lease, sale and repurchase or sale and leaseback arrangement, sale of receivables on a recourse basis or other security interest or any other agreement or arrangement having the effect of conferring security. "Security Period" means the period commencing on the date of this Agreement and ending the date on which the Agent notifies the Borrower and the other Finance Parties that: a) all amounts which have become due for payment by the Borrower or any other party under the Finance Documents have been paid in full; b) no amount is owing or has accrued (without yet having become due for payment) under any of the Finance Documents; c) the Obligors' have no future or contingent liability under any provision of this Agreement, the other Finance Documents; and d) the Agent and the Majority Lenders do not consider that there is a significant risk that any payment or transaction under a Finance Document would be set aside, or would have to be reversed or adjusted, in any present or possible future proceeding relating to a Finance

10127241/1 17 Document or any asset covered (or previously covered) by a Security Interest created by a Finance Document. "Selection Notice" means a notice substantially in the form set forth in Schedule 4 (Form of Selection Notice) given in accordance with Clause 9.1 (Selection of Interest Periods). "Share Pledges" means first priority pledges in favour of the Security Agent (on behalf of the Finance Parties) to be created over all shares in the Borrower pursuant to one or several share pledge agreements in form and substance acceptable to the Security Agent, to be entered into between the Security Agent and the Intermediate Parent. "Shipbuilding Contract" means the shipbuilding contract dated 30 June 2018 entered into between the Intermediate Buyer and the Yard regarding the construction of the Vessel. “Statement of Compliance” means a Statement of Compliance related to fuel oil consumption pursuant to regulations 6.6 and 6.7 of Annex VI. "SMC" means a valid safety management certificate issued for the Vessel pursuant to paragraph 13.7 of the ISM Code. "SMS" means a safety management system for the Vessel developed and implemented in accordance with the ISM Code and including the functional requirements duties and obligations that follow from the ISM Code. "Subsidiary" means an entity from time to time of which a person: a) has direct or indirect control; b) or owns directly or indirectly more than fifty per cent. (50.00%) (votes and/or capital), and for the purpose of paragraph a) above, an entity shall be treated as being "controlled" by a person if that person is able to direct its affairs and/or control either directly or indirectly, the composition of its board of directors or equivalent body. "Tax" means any tax, levy, impost, duty or other charge or withholding of a similar nature (including any penalty or interest payable in connection with any failure to pay or any delay in paying any of the same). "Term Loan Facility" means the senior secured term loan facility provided pursuant to the terms of this Agreement as described in Clause 2.1 (The Facilities) "Total Commitments" means the aggregate of the Commitments in respect of both Facilities, being USD 125,000,000 at the date of this Agreement. "Total Loss" means, in relation to the Vessel: a) the actual, constructive, compromised, agreed, arranged or other total loss of the Vessel; b) any expropriation, confiscation, requisition or acquisition of the Vessel, whether for full consideration, a consideration less than its proper value, a nominal consideration or without any consideration, which is effected by any government or official authority or by any person or persons purporting to be or to represent a governmental or official authority

10127241/1 18 unless it is within 180 calendar days from the Total Loss Date redelivered to the full control of the Borrower; and c) any capture or seizure of the Vessel (including any hijacking or theft) unless it is within 180 calendar days from the Total Loss Date redelivered to the full control of the Borrower. "Total Loss Date" means: a) in the case of an actual total loss of the Vessel, the date on which it occurred or, if that is unknown, the date when the Vessel was last heard of; b) in the case of a constructive, compromised, agreed or arranged total loss of the Vessel, the earlier of: (i) the date on which a notice of abandonment is given to the insurers; and (ii) the date of compromise, arrangement or agreement made by or on behalf of the Borrower with the Vessel's insurers in which the insurers agree to treat the Vessel as a total loss; or c) in the case of any other type of total loss, on the date (or the most likely date) on which it appears to the Agent (in consultation with the Borrower and the Lenders) that the event constituting the total loss occurred. "Transaction Documents" means any Management Agreement, the Shipbuilding Contract and the Intermediate MOA. "Transfer Certificate" means a certificate substantially in the form as set out in Schedule 6 (Form of Transfer Certificate) or any other form agreed between the Agent and the Borrower. "Transfer Date" means, in relation to a transfer, the later of: a) the proposed Transfer Date specified in the relevant Transfer Certificate; and b) the date on which the Agent executes the relevant Transfer Certificate. "Trust Agreement" means: a) any vessel trust agreement entered into from time to time between the Agent and the Security Agent (as mortgagee) in respect of the Vessel and Mortgage, whereby the Security Agent agrees to hold the Vessel and/or the Mortgage on trust for the Finance Parties; and b) any trust deed entered into from time to time between the Finance Parties and the Security Agent in respect of any English law governed Security Documents. "UK Bail-In Legislation" means (to the extent that the United Kingdom is not an EEA Member Country which has implemented, or implements, Article 55 BRRD) Part I of the United Kingdom Banking Act 2009 and any other law or regulation applicable in the United Kingdom relating to the resolution of unsound or failing banks, investment firms or other financial institutions or their affiliates (otherwise than through liquidation, administration or other insolvency proceedings).

10127241/1 19 "Unpaid Sum" means any sum due and payable but unpaid by an Obligor under the Finance Documents. "US" means the United States of America. "US GAAP" means the generally accepted account principles in the US. "US Tax Obligor" means: a) an Obligor which is resident for tax purposes in the US; or b) an Obligor some or all of whose payments under the Finance Documents are from sources within the US for US federal income tax purposes. "USD" means United States Dollars, being the lawful currency of the United States of America. "VAT" means value added tax and any other tax of similar nature. "Vessel" means the vessel set out in Schedule 7 (Vessel). "Write-down and Conversion Powers" means: a) in relation to any Bail-In Legislation described in the EU Bail-In Legislation Schedule from time to time, the powers described as such in relation to that Bail-In Legislation in the EU Bail-In Legislation Schedule; and b) in relation to any other applicable Bail-In Legislation: (i) any powers under that Bail-In Legislation to cancel, transfer or dilute shares issued by a person that is a bank or investment firm or other financial institution or affiliate of a bank, investment firm or other financial institution, to cancel, reduce, modify or change the form of a liability of such a person or any contract or instrument under which that liability arises, to convert all or part of that liability into shares, securities or obligations of that person or any other person, to provide that any such contract or instrument is to have effect as if a right had been exercised under it or to suspend any obligation in respect of that liability or any of the powers under that Bail-In Legislation that are related to or ancillary to any of those powers; and (ii) any similar or analogous powers under that Bail-In Legislation; and c) in relation to any UK Bail-In Legislation: (i) any powers under that UK Bail-In Legislation to cancel, transfer or dilute shares issued by a person that is a bank or investment firm or other financial institution or affiliate of a bank, investment firm or other financial institution, to cancel, reduce, modify or change the form of a liability of such a person or any contract or instrument under which that liability arises, to convert all or part of that liability into shares, securities or obligations of that person or any other person, to provide that any such contract or instrument is to have effect as if a right had been exercised under it or to suspend any obligation in respect of that liability or any of the powers under that UK Bail-In Legislation that are related to or ancillary to any of those powers; and

10127241/1 20 (ii) any similar or analogous powers under that UK Bail-In Legislation. "Yard" means Hyundai Samho Heavy Industries Co. Ltd. 1.2 Construction a) Unless a contrary indication appears, any reference in this Agreement to: (i) the "Agent", the "Security Agent", the "Arranger", any "Finance Party", any "Lender", any "Obligor", any "Hedge Provider" or any "Party" shall be construed so as to include its successors in title, permitted assigns and permitted transferees to, or of, its rights and/or obligations under the Finance Documents; (ii) a "Finance Document" or any other agreement or instrument is a reference to that Finance Document or other agreement or instrument as amended, novated, supplemented, extended or restated; (iii) "control" means the power to appoint a majority of the board of directors or to direct the management and policies of an entity, whether through the ownership of voting capital, by contract or otherwise; (iv) "indebtedness" includes any obligation (whether incurred as principal or as surety) for the payment or repayment of borrowed money, whether present or future, actual or contingent; (v) a "person" shall include any individual, firm, partnership, joint venture, company, corporation, trust, fund, body, corporate, unincorporated body of persons, or any state or any agency of a state or association (whether or not having separate legal personality); (vi) a "regulation" includes any regulation, rule, official directive, request or guideline (whether or not having the force of law) of any governmental, intergovernmental or supranational body, agency, department or of any regulatory, self-regulatory or other authority or organisation; (vii) a provision of law is a reference to that provision as it may be amended or re- enacted; and (viii) a time of the day is a reference to Stockholm time unless specified otherwise. b) Section, Clause and Schedule headings are for ease of reference only. c) Words denoting the singular number shall include the plural and vice versa. d) Unless a contrary indication appears, a term used in any other Finance Document or in any notice given under or in connection with any Finance Document has the same meaning in that Finance Document or notice as in this Agreement. e) Unless the contrary intention appears, a reference to a "month" or "months" is a reference to a period starting on one day in a calendar month and ending on the numerically corresponding day in the next calendar month, except that;

10127241/1 21 (i) (subject to paragraph (iii) below) if the numerically corresponding day is not a Business Day, that period shall end on the next Business Day in that calendar month in which that period is to end if there is one, or if there is not, on the immediately preceding Business Day; (ii) if there is no numerically corresponding day in the calendar month in which that period is to end, that period shall end on the last Business Day in that calendar month; and (iii) if an Interest Period begins on the last Business Day of a calendar month, that Interest Period shall end on the last Business Day in the calendar month in which that Interest Period is to end. The above rules will only apply to the last month of any period. f) A Default and/or an Event of Default is "continuing" if it has not been remedied or waived. 1.3 Conflicting provisions In case of conflict between this Agreement and the terms of any of the Security Documents, the terms and conditions of this Agreement shall prevail. 1.4 The FA Act Each Obligor hereby agrees and accepts, to the extent permitted by law, that this Clause 1.4 (The FA Act) shall constitute a waiver of the provisions of the FA Act, and further agrees and accepts, to the extent permitted by law, that the provisions of the FA Act shall not apply to this Agreement or to the relationship between the Finance Parties and each Obligor.

10127241/1 22 SECTION 2 THE FACILITIES 2 THE FACILITIES 2.1 The Facilities Subject to the terms of this Agreement, the Lenders agree to make available to the Borrower the Facilities consisting of (i) the Term Loan Facility, a senior secured term loan facility, and (ii) the Revolving Facility, a senior secured revolving facility, in aggregate up to the Total Commitments allocated as set out in Schedule 1 (The Original Lenders and Commitments). 2.2 Finance Parties' rights and obligations a) The obligations of each Finance Party under the Finance Documents are several. Failure by a Finance Party to perform its obligations under the Finance Documents does not affect the obligations of any other Party under the Finance Documents. No Finance Party is responsible for the obligations of any other Finance Party under the Finance Documents. b) The rights of each Finance Party under or in connection with the Finance Documents are separate and independent rights and any debt arising under the Finance Documents to a Finance Party from an Obligor shall be a separate and independent debt in respect of which a Finance Party shall be entitled to enforce its rights in accordance with paragraph c) below. The rights of each Finance Party include any debt owing to that Finance Party under the Finance Documents and, for the avoidance of doubt, any part of a Loan or any other amount owed by an Obligor which relates to a Finance Party’s participation in the Facilities or its role under a Finance Document (including any such amount payable to the Agent on its behalf) is a debt owing to that Finance Party by that Obligor. c) A Finance Party may, except as otherwise stated in the Finance Documents, separately enforce its rights under the Finance Documents. 2.3 Obligors' agent a) Each Obligor (other than the Ultimate Parent) by its execution of this Agreement irrevocably appoints the Ultimate Parent to act on its behalf as its agent in relation to the Finance Documents and irrevocably by way of security authorises: (i) the Ultimate Parent on its behalf to supply all information concerning itself contemplated by this Agreement to the Finance Parties and to give all notices and instructions, to make such agreements, to execute such deeds (under hand), and to effect the relevant amendments, supplements and variations capable of being given, made or effected by the Ultimate Parent notwithstanding that they may affect the other Obligors, without further reference to or the consent of the other Obligors; and (ii) each Finance Party to give any notice, demand or other communication to the Obligors pursuant to the Finance Documents to the Ultimate Parent, and in each case the other Obligors shall be bound as though the Ultimate Parent itself had been given the notices and instructions or executed or made the agreements or deeds or effected the amendments, supplements or variations, or received the relevant notice, demand or other communication.

10127241/1 23 b) Every act, omission, agreement, undertaking, settlement, waiver, amendment, supplement, variation, notice or other communication given or made by the Ultimate Parent or given to the Ultimate Parent under any Finance Document on behalf of the other Obligors or in connection with any Finance Document (whether or not known to any of the other Obligors) shall be binding for all purposes on the other Obligors as if it had expressly made, given or concurred with it. In the event of any conflict between any notices or other communications of the Ultimate Parent and the other Obligors, those of the Ultimate Parent shall prevail. 3 PURPOSE 3.1 Purpose The Borrower shall apply all amounts borrowed by it under the Facilities towards (i) part financing the acquisition of the Vessel and (ii) for the Borrower's general corporate purposes. 3.2 Monitoring Without prejudice to the obligations of the Borrower under this Clause 3, no Finance Party is bound to monitor or verify the application of any amount borrowed pursuant to this Agreement. 4 CONDITIONS PRECEDENT 4.1 Initial conditions precedent a) The signing and effectiveness of this Agreement is conditional upon the Agent having received all of the documents and other evidence listed in Part I of Schedule 2 (Conditions precedent - Signing) in form and substance satisfactory to the Agent no later than 30 June 2020, unless otherwise agreed by the Parties hereto. The Agent shall notify the Borrower and the Lenders promptly upon being so satisfied. b) The Borrower may not deliver a Drawdown Notice unless the Agent has received all of the documents and other evidence listed in Part II of Schedule 2 (Conditions precedent – Drawdown Notice) in form and substance satisfactory to the Agent. The Agent shall notify the Borrower and the Lenders promptly upon being so satisfied. c) the Borrower shall procure that the Agent has received all of the documents and other evidence listed in Part III of Schedule 2 (Conditions precedent – Delivery Date) in form and substance satisfactory to the Agent latest on the Delivery Date. d) Other than to the extent that the Majority Lenders notify the Agent in writing to the contrary before the Agent gives the notification described in paragraph b) above, the Lenders authorise (but do not require) the Agent to give that notification. The Agent shall not be liable for any damages, costs or losses whatsoever as a result of giving any such notification. 4.2 Further conditions precedent The Lenders will only be obliged to comply with Clause 5.5 (Lenders' participation) if on the date of a Drawdown Notice and on the proposed Drawdown Date: a) in the case of a Rollover Loan, no Event of Default is continuing or would result from the proposed drawing and in the case of any other Loan, no Default is continuing or would result from the proposed drawing; and

10127241/1 24 b) the Repeating Representations contained in Clause 19 (Representations and warranties) deemed to be repeated on those dates are true and correct in all material respects. 4.3 Maximum number of drawings a) The Term Loan Facility may be drawn in one (1) Loan only during the Availability Period. b) The Borrower may not deliver a Drawdown Notice under the Revolving Facility if as a result of the proposed drawing more than five (5) Loans would be outstanding under the Revolving Facility. 4.4 Waiver of conditions precedent The conditions precedent specified in this Clause 4 are solely for the benefit of the Lenders and may be waived on their behalf in whole or in part and with or without conditions by the Agent (acting on the instructions of all the Lenders).

10127241/1 25 SECTION 3 DRAWDOWN 5 DRAWDOWN 5.1 Delivery of a Drawdown Notice The Borrower may utilise a Facility by delivering to the Agent a duly completed Drawdown Notice no later than 11:00 hours three (3) Business Days prior to the proposed Drawdown Date. 5.2 Completion of the Drawdown Notice Each Drawdown Notice is irrevocable and will not be regarded as having been duly completed unless: a) it identifies the Facility to which the proposed Loan relates; b) it identifies the purpose of the proposed Loan, being in accordance with Clause 3.1 (Purpose); c) the proposed Drawdown Date is a Business Day within the Availability Period of the relevant Facility; d) subject to Clause 5.5 (Closing mechanics), the proposed Drawdown Date under the Term Loan Facility is also the Delivery Date of the Vessel; e) the currency specified is USD; f) the aggregate of any Loan(s) utilised and the amount of the proposed Loan, does not exceed the Total Commitments; g) the amount specified in the Drawdown Notice does not exceed the Available Commitments under the relevant Facility; h) the proposed Interest Period complies with Clause 9 (Interest Periods); i) in respect of the Revolving Facility, the amount of the proposed Loan is minimum USD 5,000,000 or integral multiples thereof; and j) in respect of the Term Loan Facility, the amount of the proposed Loan, when aggregated with the Commitments under the Revolving Facility, will not cause the Maximum Loan Amount to be exceeded, as determined by the Market Value of the Vessel established not more than four (4) weeks prior to the proposed Drawdown Date. 5.3 Automatic Rollover Loan a) In the event that the Agent has not received a Drawdown Notice within the time limit set in Clause 5.1 (Delivery of a Drawdown Notice) for a drawdown under the Revolving Facility made solely for the purpose of repayment of a Loan under the Revolving Facility in accordance with Clause 6.1 (Repayment – Revolving Facility) on its repayment date, it shall be regarded as if the Borrower has completed and submitted a Drawdown Notice for a Rollover Loan to the Agent within the time limit. Any such Rollover Loan shall have the same Interest Period as the preceding Loan.

10127241/1 26 b) In the event that the Borrower does not want the Rollover Loan to be made available automatically, it must notify the Agent in writing before 11:00 hours four (4) Business Days prior to the relevant repayment date. c) The Rollover Loan will only be made available as long as all other requirements under this Agreement for the availability for a Loan under the Revolving Facility in the same amount as the Rollover Loan are fulfilled on the Drawdown Date. d) The Rollover Loan shall be applied to repay the relevant Loan under the Revolving Facility on its repayment date in accordance with Clause 6.1 (Repayment – Revolving Facility). 5.4 Availability Any amount of the Commitments under a Facility which, at that time, has not been utilised shall automatically be cancelled at the close of business in Oslo on the expiry of the relevant Availability Period. 5.5 Lenders' participation a) Upon receipt of a Drawdown Notice, the Agent shall notify each Lender of the details of the requested drawing and the amount of each Lender's participation. b) If the conditions set out in this Agreement have been met, and subject to Clause 6.1 (Repayment – Revolving Facility) each Lender shall no later than 11:00 hours on a Drawdown Date make available to the Agent for the account of the Borrower an amount equal to its participation in the drawing to be advanced pursuant to a Drawdown Notice. The amount of each Lender's participation in each Loan will be equal to the proportion borne by its Commitments to the aggregate Commitments under such Facility immediately prior to making the Loan. 5.6 Closing mechanics Subject to (i) an agreed closing procedure, (ii) conditions for release and return of funds, and (iii) relevant undertakings not to trigger release prior to the Agent's written consent, all to the satisfaction of the Agent (acting on the instruction of the Lenders, in their sole discretion), the Drawdown Date may be prior to the Delivery Date in order to facilitate pre-positioning of funds with the Yard's bank. SECTION 4 REPAYMENT, PREPAYMENT AND CANCELLATION 6 REPAYMENT 6.1 Repayment – Revolving Facility a) The Borrower shall repay each Loan under the Revolving Facility on the last day of its Interest Period. b) Without prejudice to the Borrower's obligation under paragraph a) above, if: (i) one or more Loans are to be made available to the Borrower: (A) on the same day that a maturing Loan is due to be repaid by the Borrower; and

10127241/1 27 (B) in whole or in part for the purpose of refinancing the maturing Loan; and (ii) the proportion borne by each Lender's participation in the maturing Loan to the amount of that maturing Loan is the same as the proportion borne by that Lender's participation in the new Loans to the aggregate amount of those new Loans, the aggregate amount of the new Loans shall, unless the Borrower notifies the Agent to the contrary in the relevant Drawdown Notice, be treated as if applied in or towards repayment of the maturing Loan so that: (A) if the amount of the maturing Loan exceeds the aggregate amount of the new Loans: (1) the Borrower will only be required to make a payment under Clause 29.1 (Payments to the Agent) in an amount equal to that excess; and (2) each Lender's participation in the new Loans shall be treated as having been made available and applied by the Borrower in or towards repayment of that Lender's participation in the maturing Loan and that Lender will not be required to make a payment under Clause 29.1 (Payments to the Agent) in respect of its participation in the new Loans; and (B) if the amount of the maturing Loan is equal to or less than the aggregate amount of the new Loans: (1) the Borrower will not be required to make a payment under Clause 29.1 (Payments to the Agent); and (2) each Lender will be required to make a payment under Clause 29.1 (Payments to the Agent) in respect of its participation in the new Loans only to the extent that its participation in the new Loans exceeds that Lender's participation in the maturing Loan and the remainder of that Lender's participation in the new Loans shall be treated as having been made available and applied by the Borrower in or towards repayment of that Lender's participation in the maturing Loan. c) No amount shall be outstanding under the Revolving Facility after the Final Maturity Date. 6.2 Repayment – Term Loan Facility a) The Borrower shall repay the Loan under the Term Loan Facility in equal quarterly consecutive instalments, based on a 16-year repayment profile, with the first instalment falling due three (3) months after the Drawdown Date of the Loan. b) On the Final Maturity Date the remaining principal amount outstanding under the Loan under the Term Loan Facility shall be repaid as a balloon repayment. c) The Borrower may not re-borrow any part of the Loan under the Term Loan Facility which is repaid.

10127241/1 28 6.3 Final repayment Notwithstanding Clause 6.2 (Repayment – Term Loan Facility), on the Final Maturity Date the Borrower shall repay any Loans then outstanding under this Agreement in full, together with all other sums due and outstanding under the Finance Documents at such date (if any). 6.4 Repayment schedule An illustrative repayment schedule is set out in Schedule 8 (Repayment Schedule), based on the assumption of full utilisation of the Total Commitments. The Agent shall provide an updated repayment schedule prior to the first Drawdown Date, reflecting the final amount of each Loan and its Drawdown Date, upon instruction of the Lenders. 7 PREPAYMENT AND CANCELLATION 7.1 Mandatory prepayment – Collateral Maintenance Test The aggregate Market Value of the Vessel shall at all times be minimum one hundred and thirty per cent. (130%) of the amount equal to the Loans outstanding under the Facilities (the "Collateral Maintenance Test"). If there is a breach of the Collateral Maintenance Test, the Borrower shall within fourteen (14) days of the occurrence of such breach either; (i) post additional collateral reasonably satisfactory to the Majority Lenders in favour of the Security Agent (it being understood that cash in USD placed in a pledged and blocked account shall be satisfactory to the Majority Lenders), pursuant to security documentation in form and substance reasonably satisfactory to the Agent, in an aggregate amount sufficient to cure such breach, or (ii) prepay the Loans under the Facilities by an amount necessary to cure such breach. Any such prepayment under this paragraph shall be applied firstly towards the Revolving Facility, and then towards repayment of the Term Loan Facility. As long as any breach of the Collateral Maintenance Test is continuing and not cured, the Available Commitments under the Revolving Facility shall be deemed reduced to zero for the purpose of any drawdown or proposed drawdown. 7.2 Mandatory prepayment – Total Loss or sale a) For the purpose of this Clause 7.2, the following definitions shall apply: "Disposal Date" means: (i) in case of a sale or other disposal of the Vessel, the date on which the sale or other disposal is completed by delivery of the Vessel to the buyer; (ii) in case of a sale or other disposal of all shares in the Borrower, the date of transfer of such shares from the Intermediate Parent to the buyer; or (iii) in the case of a Total Loss, on the earlier of (i) the date falling one hundred and twenty (120) days after the Total Loss Date and (ii) the receipt by the Agent (on behalf of the Lenders) of the proceeds of Insurance relating to such Total Loss (or in the event of a requisition for title of the Vessel, immediately after the occurrence of such requisition of title).

10127241/1 29 b) If the Vessel is sold or otherwise disposed of, or it becomes a Total Loss, or all shares in the Borrower is sold or otherwise disposed of, the Borrower shall be obliged to prepay the outstanding Loans under this Agreement in full, together with accrued interest, and settle all costs and fees, and all outstanding amounts under Hedging Agreements, related to such Loans, on the Disposal Date, and concurrently all Commitments shall be automatically cancelled. 7.3 Mandatory prepayment – Illegality If it becomes unlawful in any applicable jurisdiction or contrary to, or declared by any Sanctions Authority to be contrary to, Sanctions (including, without limitation, due to actions by any Obligor) for a Lender to perform any of its obligations as contemplated by this Agreement or to fund or maintain its participation in a Loan: a) that Lender shall promptly notify the Agent upon becoming aware of that event; b) upon the Agent notifying the Borrower, the Commitment of that Lender will be immediately cancelled; and c) the Borrower shall repay that Lender's participation in the Loans on the Interest Payment Date occurring after the Agent has notified the Borrower or, if earlier, the date specified by that Lender in the notice delivered to the Agent (being no earlier than the last day of any applicable grace period permitted by law). 7.4 Mandatory prepayment – Change of Control Upon the occurrence of a Change of Control any Lender may cancel its Commitments, and declare that its participation in any Loan, together with accrued interest, costs and fees shall be due and payable. Such notice shall be given by the relevant Lender(s) to the Agent, and upon the Agent notifying the Borrower, such Commitments will be immediately cancelled and such outstanding part of any Loan and other amounts will become due and payable by the Borrower within twenty (20) Business Days of such notice. The Borrower shall promptly notify the Agent upon becoming aware of a Change of Control. 7.5 Voluntary prepayment The Borrower may, if it gives the Agent not less than ten (10) Business Days' (or such shorter period as the Majority Lenders may agree) prior written notice, prepay the whole or any part of a Loan (but if in part, being an amount of minimum USD 1,000,000 or in integral multiples thereof). 7.6 Voluntary cancellation The Borrower may, if it gives the Agent not less than ten (10) Business Days' (or such shorter period as the Majority Lenders may agree) prior written notice, cancel the whole or any part of the Available Commitments (but if in part being a minimum amount of USD 1,000,000 or in integral multiples thereof) under the Revolving Facility. Any cancellation under this Clause 7.6 shall reduce the Commitments of the Lenders rateably, and shall be applied pro rata on all future reductions, including the balloon. 7.7 Right of repayment in relation to a single Lender a) If: (i) any sum payable to any Lender by the Borrower is required to be increased under paragraph c) of Clause 12.2 (Tax gross-up); or

10127241/1 30 (ii) any Lender claims indemnification from the Borrower under Clause 12.3 (Tax indemnity) or Clause 13.1 (Increased costs), the Borrower may, whilst the circumstance giving rise to the requirement for that increase or indemnification continues, give the Agent notice of cancellation of the Commitment of that Lender and its intention to procure the repayment of that Lender's participation in the Loans. b) On receipt of a notice of cancellation referred to in paragraph a) above, the Commitment of that Lender shall immediately be reduced to zero. c) On the last day of each Interest Period which ends after the Borrower have given notice of cancellation under paragraph a) above (or, if earlier, the date specified by the Borrower in that notice), the Borrower shall repay that Lender's participation in the Loans together with all interest and other amounts accrued under the Finance Documents. 7.8 Terms and conditions for prepayments and cancellation a) Any notice of prepayment or cancellation by the Borrower under this Clause 7 shall be irrevocable and, unless a contrary indication appears in this Agreement, shall specify the date upon which the prepayment or cancellation is to be made. b) Any prepayment under this Agreement shall be made together with accrued interest on the amount prepaid and, subject to any Break Costs, without premium or penalty. c) The Borrower may not re-borrow any part of the Term Loan Facility which is prepaid, and may not re-borrow any part of the Revolving Facility which is mandatorily prepaid. d) The Borrower shall not repay or prepay all or any part of the Loans or cancel all or any part of the Commitments except at the times and in the manner expressly provided for in this Agreement. e) No amount of the Commitments cancelled under this Agreement may subsequently be reinstated, unless otherwise agreed in writing with the Lenders. f) If the Agent receives a notice under this Clause 7 it shall promptly forward a copy of that notice to the Borrower or the Lenders, as appropriate. 7.9 Application of prepayments Unless otherwise provided for in this Clause 7, prepaid amounts shall be applied as follows: a) any mandatory prepayment under this Agreement shall, to the extent not prepaying the Loans in full, be applied in inverse order of maturity against the remaining instalments, including balloon payments, first pro rata between the Facilities, and secondly, after mandatory prepayments have been applied pro rata between the Facilities, the amount applied pro rata to each Facility shall be applied pro rata between the Loans under the respective Facilities, and shall, save as otherwise stated, reduce rateably each Lender's participation in the Loan(s) prepaid; and b) any voluntary prepayment under this Agreement shall be applied pro rata across the repayment schedule, including the balloon, for the relevant Loan(s) being prepaid, including any balloon, and shall, save as otherwise stated, reduce rateably each Lender's participation in the Loan(s) prepaid.

10127241/1 31 SECTION 5 COSTS OF UTILISATION 8 INTEREST 8.1 Calculation of interest a) The rate of interest for a Loan for each Interest Period is the percentage rate per annum which is the aggregate of: (i) the Margin; and (ii) LIBOR. b) Effective interest pursuant to Section 46 of the FA Act has been calculated by the Agent as set out in a separate notice from the Agent to the Borrower. 8.2 Payment of interest The Borrower shall pay accrued interest on each Loan on the last day of each Interest Period (and if the Interest Period is longer than three (3) months, on the date falling at three-monthly intervals after the first day of the Interest Period). 8.3 Default interest a) If an Obligor fails to pay any amount payable by it under the Finance Documents (other than Hedging Agreements) on its due date, interest shall accrue on the overdue amount from the due date and up to the date of actual payment (both before and after judgment) at a rate determined by the Agent to be two percentage points (2.00%) per annum higher than the rate which would have been payable if the overdue amount had, during the period of non-payment, constituted a Loan in the currency of the overdue amount for successive Interest Periods, each of a duration selected by the Agent (acting reasonably). Any interest accruing under this Clause 8.3 shall be immediately payable by the relevant Obligor on demand by the Agent. b) Default interest (if unpaid) arising on an overdue amount will be compounded with the overdue amount at the end of each Interest Period applicable to that overdue amount but will remain immediately due and payable. c) If an Event of Default has occurred and is continuing, and notice thereof has been sent from the Agent to the Borrower, all outstanding amounts under the Facilities shall be deemed overdue and default interest will be calculated and is payable forthwith upon demand from the Agent. 9 INTEREST PERIODS 9.1 Selection of Interest Periods a) The Borrower may select an Interest Period for a Loan in a Drawdown Notice or (if the Loan has already been borrowed) in a Selection Notice. b) Each Selection Notice is irrevocable and must be received by the Agent not later than 11:00 hours three (3) Business Days before the Quotation Day for that Interest Period.

10127241/1 32 c) If the Borrower fails to deliver a Selection Notice to the Agent in accordance with paragraph b) above, the relevant Interest Period will be three (3) months. d) The Borrower may select an Interest Period of a Loan under the Revolving Facility of one (1), three (3) or six (6) months or such other period agreed between the Borrower and the Agent (on behalf of the Lenders), however maximum three (3) one (1) month periods per year (excluding any Rollover Loan). e) The Borrower may select an Interest Period of the Loan under the Term Loan Facility of three (3) months or such other period agreed between the Borrower and the Agent (on behalf of the Lenders). f) Each Interest Period for a Loan shall start on the Drawdown Date or (if already made) on the last day of its preceding Interest Period. g) An Interest Period shall not extend beyond the Final Maturity Date, but shall be shortened so that it ends on the Final Maturity Date. 9.2 Non-Business Day If an Interest Period would otherwise end on a day which is not a Business Day, that Interest Period will instead end on the next Business Day in that calendar month (if there is one) or the preceding Business Day (if there is not). 10 CHANGES TO THE CALCULATION OF INTEREST 10.1 Unavailability of Screen Rate a) Interpolated Screen Rate: If no Screen Rate is available for the applicable LIBOR for the Interest Period of a Loan, the applicable LIBOR shall be the Interpolated Screen Rate for a period equal in length to the Interest Period of that Loan. b) Reference Bank Rate: If no Screen Rate is available for the applicable LIBOR for: (i) the currency of a Loan; or (ii) the Interest Period of a Loan and it is not possible to calculate the Interpolated Screen Rate, the applicable LIBOR shall be the Reference Bank Rate for the currency of that Loan and for a period equal in length to the Interest Period of that Loan. c) Cost of funds: If paragraph b) above applies but no Reference Bank Rate is available for the relevant currency or Interest Period, there shall be no applicable LIBOR for that Loan and Clause 10.5 (Cost of funds) shall apply to that Loan for that Interest Period. 10.2 Calculation of Reference Bank Rate a) Subject to paragraph b) below, if the applicable LIBOR is to be determined on the basis of a Reference Bank Rate but a Reference Bank does not supply a quotation, the Reference Bank Rate shall be calculated on the basis of the quotations of the remaining Reference Banks. b) If at or about noon on the Quotation Day none or only one of the Reference Banks supplies a quotation, there shall be no Reference Bank Rate for the relevant Interest Period.

10127241/1 33 10.3 Market disruption a) If a Market Disruption Event occurs in relation to a Loan for any Interest Period, then the rate of interest on each Lender's share of that Loan for the Interest Period shall be the rate per annum which is the sum of: (i) the Margin; and (ii) the rate notified to the Agent by that Lender as soon as practicable and in any event before interest is due to be paid in respect of that Interest Period, to be that which expresses as a percentage rate per annum the cost to that Lender of funding its participation in the Loan from whatever source it may reasonably select. b) In this Agreement, "Market Disruption Event" means: (i) at or about 12:00 hours on the Quotation Day for the relevant Interest Period, LIBOR is not available; or (ii) before close of business in the London interbank market on the Quotation Day for the relevant Interest Period, the Agent receives notifications from a Lender or Lenders (whose participations in Loan exceed fifty per cent (50.00%) of the Loan) that the cost to it or them of obtaining matching deposits in the London interbank market would be in excess of LIBOR. 10.4 Alternative basis of interest or funding a) If a Market Disruption Event occurs and the Agent or the Borrower so requires, the Agent and the Borrower shall enter into negotiations (for a period of not more than thirty (30) days) with a view to agreeing a substitute basis for determining the rate of interest. b) Any alternative basis agreed pursuant to this Clause 10.4 shall, with the prior consent of all the Lenders and the Borrower, be binding on all Parties. 10.5 Cost of funds a) If this Clause 10.5 applies, the rate of interest on each Lender's share of the relevant Loan for the relevant Interest Period shall be the percentage rate per annum which is the sum of: (i) the applicable Margin; and (ii) the weighted average of the rates notified to the Agent by each Lender as soon as practicable and in any event within three (3) Business Days of the first day of that Interest Period (or, if earlier, on the date falling three (3) Business Days before the date on which interest is due to be paid in respect of that Interest Period), to be that which expresses as a percentage rate per annum the cost to the relevant Lender of funding its participation in that Loan from whatever source it may reasonably select. b) If this Clause 10.5 applies and the Agent or the Borrower so requires, the Agent and the Borrower shall enter into negotiations (for a period of not more than thirty (30) days) with a view to agreeing a substitute basis for determining the rate of interest.

10127241/1 34 c) Any alternative basis agreed pursuant to paragraph b) above shall, with the prior consent of all the Lenders and the Borrower, be binding on all Parties. d) If this Clause 10.5 applies pursuant to Clause 10.3 (Market disruption) and: (i) a Lender's Funding Rate is less than the applicable LIBOR; or (ii) a Lender does not supply a quotation by the time specified in paragraph a)(ii) above, the cost to that Lender of funding its participation in that Loan for that Interest Period shall be deemed, for the purposes of paragraph a) above, to be the applicable LIBOR. e) If this Clause 10.5 applies pursuant to Clause 10.1 (Unavailability of Screen Rate) but any Lender does not supply a quotation by the time specified in paragraph a)(ii) above, the rate of interest shall be calculated on the basis of the quotations of the remaining Lenders. 10.6 Notification to Borrower If Clause 10.5 (Cost of funds) applies, the Agent shall, as soon as is practicable, notify the Borrower. 10.7 Break Costs a) The Borrower shall, within three (3) Business Days of demand by a Finance Party, pay to that Finance Party its Break Cost attributable to all or any part of a Loan or Unpaid Sum being paid by the Borrower on a day other than the last day of an Interest Period for the Loan or Unpaid Sum. b) Each Lender shall, as soon as reasonably practicable after a demand by the Agent, provide a certificate confirming the amount of its Break Cost for any Interest Period in which they accrue. 11 FEES 11.1 Commitment fee a) The Borrower shall pay to the Agent (for the account of each Lender) a fee in USD computed at a rate per annum equal to forty per cent. (40%) of the Margin, calculated on each Lender's Available Commitment under the Facilities, from the date of this Agreement to the earlier of: (i) the expiry of all Availability Periods; or (ii) the date on which both Facilities have been cancelled in whole. b) The accrued commitment fee is payable quarterly in arrears on the last day of each fiscal quarter and on the last day of all Availability Periods or such other date upon which the Facilities are cancelled in whole or, in respect of any part cancellation, on the cancelled amount on the date the cancellation is effective. 11.2 Arrangement Fee The Borrower shall pay to Agent (for further distribution to the Arrangers) an arrangement fee in the amount and at the times agreed in a Fee Letter.

10127241/1 35 11.3 Agency fee The Borrower shall pay to Agent (for its own account) an agency fee in the amount and at the times agreed in a Fee Letter. SECTION 6 ADDITIONAL PAYMENT OBLIGATIONS 12 TAX GROSS-UP AND INDEMNITIES 12.1 Definitions a) In this Agreement: "Protected Party" means a Finance Party which is or will be subject to any liability, or required to make any payment, for or on account of Tax in relation to a sum received or receivable (or any sum deemed for the purposes of Tax to be received or receivable) under a Finance Document. "Qualifying Lender" means a Lender which is beneficially entitled to interest payable to it in respect of a Loan under this Agreement and, in relation to the Borrower is: (i) a Lender which is resident for tax purposes in the Borrower's Tax Jurisdiction and to whom interest may be paid by that Borrower without a Tax Deduction under the domestic laws of that Borrower's Tax Jurisdiction; or (ii) a Treaty Lender. "Tax Confirmation" means a confirmation by a Lender that it is beneficially entitled to interest payable to it in respect of an advance under a Finance Document specifying: (i) its Tax Jurisdiction; (ii) whether the Lender believes it is a Treaty Lender in relation to the Borrower; and (iii) such other relevant details as may be reasonably requested by the Borrower or the Agent "Tax Credit" means a credit against, relief or remission for, or repayment of any Tax. "Tax Deduction" means a deduction or withholding for or on account of Tax from a payment under a Finance Document, other than a FATCA Deduction. "Tax Jurisdiction" means, in relation to the Borrower, the jurisdiction in which it is resident for tax purposes from time to time. "Tax Payment" means either the increase in a payment made by an Obligor to a Finance Party under Clause 12.2 (Tax gross-up) or a payment under Clause 12.3 (Tax indemnity). "Treaty Lender" means, in relation to the Borrower, a Lender which is treated as resident in a jurisdiction that has a double taxation agreement (a "Treaty") with the Borrower's Tax Jurisdiction which gives such resident full exemption from tax imposed by the Borrower's Tax Jurisdiction on interest.

10127241/1 36 b) Unless a contrary indication appears, in this Clause 12 a reference to "determines" or "determined" means a determination made in the absolute discretion of the person making the determination. 12.2 Tax gross-up a) Each Obligor shall make all payments to be made by it without any Tax Deduction, unless a Tax Deduction is required by law. b) The Borrower shall promptly upon becoming aware that an Obligor must make a Tax Deduction (or that there is any change in the rate or the basis of a Tax Deduction) notify the Agent accordingly. Similarly, a Lender shall notify the Agent on becoming so aware in respect of a payment payable to that Lender. If the Agent receives such notification from a Lender it shall notify the Borrower and that Obligor. c) If a Tax Deduction is required by law to be made by an Obligor, the amount of the payment due from that Obligor shall be increased to an amount which (after making any Tax Deduction) leaves an amount equal to the payment which would have been due if no Tax Deduction had been required. d) A payment shall not be increased under paragraph c) above by reason of a Tax Deduction if on the date on which the payment falls due: (i) the payment could have been made to the relevant Lender without a Tax Deduction if the Lender had been a Qualifying Lender in respect of that Obligor, but on that date that Lender is not or has ceased to be a Qualifying Lender in respect of that Obligor other than as a result of any change after the date it became a Lender under this Agreement in (or in the interpretation, administration, or application of) any law or Treaty or any published practice or published concession of any relevant authority; or (ii) the relevant Lender is a Treaty Lender and the Obligor making the payment is able to demonstrate that the payment could have been made to the Lender without the Tax Deduction had that Lender complied with its obligations under paragraph g) below. e) If an Obligor is required to make a Tax Deduction, that Obligor shall make that Tax Deduction and any payment required in connection with that Tax Deduction within the time allowed and in the minimum amount required by law. f) Within thirty (30) days of making either a Tax Deduction or any payment required in connection with that Tax Deduction, the Obligor making that Tax Deduction shall deliver to the Agent for the Finance Party evidence reasonably satisfactory to that Finance Party that the Tax Deduction has been made or (as applicable) any appropriate payment paid to the relevant taxing authority. g) A Treaty Lender and each Obligor which makes a payment to which that Treaty Lender is entitled shall co-operate in completing any procedural formalities necessary for that Obligor to obtain authorisation to make that payment without a Tax Deduction. h) A Lender shall promptly provide a Tax Confirmation to the Agent when it becomes a party to this Agreement and the Agent shall promptly send the Tax Confirmation it receives to the Borrower. The Agent may request a Lender to provide a Tax Confirmation in a specific

10127241/1 37 format. A Lender shall promptly notify the Borrower and the Agent if there is any change in the position from that set out in the Tax Confirmation. 12.3 Tax indemnity a) The Borrower shall (within three (3) Business Days of demand by the Agent) pay to a Protected Party an amount equal to the loss, liability or cost which that Protected Party determines will be or has been (directly or indirectly) suffered for or on account of Tax by that Protected Party in respect of a Finance Document. b) Paragraph a) above shall not apply: (i) with respect to any Tax assessed on a Finance Party: (A) under the law of the jurisdiction in which that Finance Party is incorporated or, if different, the jurisdiction (or jurisdictions) in which that Finance Party is treated as resident for tax purposes; or (B) under the law of the jurisdiction in which that Finance Party's Facility Office is located in respect of amounts received or receivable in that jurisdiction, if that Tax is imposed on or calculated by reference to the net income received or receivable (but not any sum deemed to be received or receivable) by that Finance Party; or (ii) to the extent a loss, liability or cost: (A) is compensated for by an increased payment under Clause 12.2 (Tax gross-up); or (B) would have been compensated for by an increased payment under Clause 12.2 (Tax gross-up) but was not so compensated solely because one of the exclusions in paragraph d) of Clause 12.2 (Tax gross-up) applied; or (C) relates to a FATCA Deduction required to be made by a Party. c) A Protected Party making, or intending to make, a claim under paragraph a) above shall promptly notify the Agent of the event which will give, or has given, rise to the claim, following which the Agent shall notify the Borrower. d) A Protected Party shall, on receiving a payment from an Obligor under this Clause 12.3, notify the Agent. 12.4 Tax Credit If an Obligor makes a Tax Payment and the relevant Finance Party determines that: a) a Tax Credit is attributable to an increased payment of which that Tax Payment forms part, to that Tax Payment or to a Tax Deduction in consequence of which that Tax Payment was required; and b) that Finance Party has obtained and utilised that Tax Credit,

10127241/1 38 the Finance Party shall pay an amount to the Obligor which that Finance Party determines will leave it (after that payment) in the same after-Tax position as it would have been in had the Tax Payment not been required to be made by the Obligor. 12.5 Stamp taxes a) The Borrower shall pay and, within three (3) Business Days of demand, indemnify each Finance Party against any cost, loss or liability that Finance Party incurs in relation to all stamp duty, registration and other similar Taxes payable in respect of any Finance Document. b) The relevant Finance Party shall, if it intends to make a claim pursuant to paragraph a) above, promptly notify the Borrower of the event giving rise to the claim and shall as soon as practicable, provide a certificate confirming the amount of the claim. 12.6 VAT All amounts set out, or expressed to be payable under a Finance Document by any Party to a Finance Document shall be deemed to be exclusive of any VAT. If VAT is chargeable, the Borrower shall pay to the Agent for the account of such Finance Party (in addition to the amount required pursuant to the Finance Documents) an amount equal to such VAT. 12.7 FATCA Information a) Subject to paragraph c) below, each Party shall, within ten (10) Business Days of a reasonable request by another Party: (i) confirm to that other Party whether it is: (A) a FATCA Exempt Party; or (B) not a FATCA Exempt Party; (ii) supply to that other Party such forms, documentation and other information relating to its status under FATCA as that other Party reasonably requests for the purposes of that other Party's compliance with FATCA; and (iii) supply to that other Party such forms, documentation and other information relating to its status as that other Party reasonably requests for the purposes of that other Party's compliance with any other law, regulation, or exchange of information regime. b) If a Party confirms to another Party pursuant to paragraph a)(i) above that it is a FATCA Exempt Party and it subsequently becomes aware that it is not or has ceased to be a FATCA Exempt Party, that Party shall notify that other Party reasonably promptly. c) Paragraph a) above shall not oblige any Finance Party to do anything, and paragraph a)(iii) above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of: (i) any law or regulation; (ii) any fiduciary duty; or (iii) any duty of confidentiality.

10127241/1 39 d) If a Party fails to confirm whether or not it is a FATCA Exempt Party or to supply forms, documentation or other information requested in accordance with paragraph a)(i) or (ii) above (including, for the avoidance of doubt, where paragraph c) above applies), then such Party shall be treated for the purposes of the Finance Documents (and payments under them) as if it is not a FATCA Exempt Party until such time as the Party in question provides the requested confirmation, forms, documentation or other information. 12.8 FATCA Deduction a) Each Party may make any FATCA Deduction it is required to make by FATCA, and any payment required in connection with that FATCA Deduction, and no Party shall be required to increase any payment in respect of which it makes such a FATCA Deduction or otherwise compensate the recipient of the payment for that FATCA Deduction. b) Each Party shall promptly, upon becoming aware that it must make a FATCA Deduction (or that there is any change in the rate or the basis of such FATCA Deduction), notify the Party to whom it is making the payment and, in addition, shall notify the Borrower and the Agent and the Agent shall notify the other Finance Parties. 13 INCREASED COSTS 13.1 Increased Costs a) Subject to Clause 13.3 (Exceptions) the Borrower shall, within three (3) Business Days of a demand by the Agent, pay for the account of a Finance Party the amount of any Increased Costs incurred by that Finance Party or any of its Affiliates as a result of: (i) the introduction of or any change in (or in the interpretation, administration or application of) any law or regulation made after the date of this Agreement; (ii) compliance with any law or regulation made after the date of this Agreement; (iii) the implementation or application of, or compliance with, Basel III, CRD IV or CRR; or (iv) the implementation or application of, or compliance with, IFRS 9 or any other changes in relevant reporting standards, b) In this Agreement: "Basel III" means: (i) the agreements on capital requirements, a leverage ratio and liquidity standards contained in "Basel III: A global regulatory framework for more resilient banks and banking systems", "Basel III: International framework for liquidity risk measurement, standards and monitoring" and "Guidance for national authorities operating the countercyclical capital buffer" published by the Basel Committee on Banking Supervision in December 2010, each as amended, supplemented or restated; (ii) the rules for global systemically important banks contained in "Global systemically important banks: assessment methodology and the additional loss absorbency requirement – Rules text’ published by the Basel Committee on Banking Supervision in November 2011, as amended, supplemented or restated; and

10127241/1 40 (iii) any further guidance or standards published by the Basel Committee on Banking Supervision relating to "Basel III". "CRD IV" means Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms amending Directive 2002/87/EC and repealing Directive 2006/48/EC and 2006/49/EC. "CRR" means Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and investment firms and amending Regulation (EU) No 648/2012. "IFRS 9" means the International Financial Reporting Standard (IFRS) by the International Accounting Standards Board (IASB) designated as "IFRS 9" and replacing IAS 39. "Increased Costs" means: (i) a reduction in the rate of return from the Facilities or on a Finance Party's (or its Affiliate's) overall capital; (ii) an additional or increased cost; or (iii) a reduction of any amount due and payable under any Finance Document, which is incurred or suffered by a Finance Party or any of its Affiliates to the extent that it is attributable to that Finance Party having entered into its Commitment or funding or performing its obligations under any Finance Document. 13.2 Increased cost claims a) A Finance Party intending to make a claim pursuant to Clause 13.1 (Increased costs) shall notify the Agent of the event giving rise to the claim, following which the Agent shall promptly notify the Borrower. b) Each Finance Party shall, as soon as practicable after a demand by the Agent, provide a certificate confirming the amount of its Increased Costs, and the Agent shall promptly forward such certificate to the Borrower. 13.3 Exceptions a) Clause 13.1 (Increased Costs) does not apply to the extent any Increased Cost is: (i) attributable to a Tax Deduction required by law to be made by an Obligor; (ii) compensated for by Clause 12.2 (Tax Indemnity) (or would have been compensated for under Clause 12.2 (Tax Indemnity) but was not so compensated solely because any of the exclusions in paragraph b) of Clause 12.2 (Tax Indemnity) applied); (iii) attributable to a FATCA Deduction required to be made by a Party; (iv) attributable to the implementation or application of or compliance with the "International Convergence of Capital Measurement and Capital Standards, a Revised Framework" published by the Basel Committee on Banking Supervision in

10127241/1 41 June 2004 in the form existing on the date of this Agreement ("Basel II") or any other law or regulation which implements Basel II (whether such implementation, application or compliance is by a government, regulator, Finance Party or any of its Affiliates); (v) attributable to the wilful breach by the relevant Finance Party or its Affiliates of any law or regulation. b) In this Clause 13.3, a reference to "Tax Deduction" has the same meaning given to that term in Clause 12.1 (Definitions). 14 OTHER INDEMNITIES 14.1 Currency indemnity a) If any sum due from an Obligor under the Finance Documents (a "Sum"), or any order, judgement or award given or made in relation to a Sum, has to be converted from the currency (the "First Currency") in which that Sum is payable into another currency (the "Second Currency") for the purpose of: (i) making or filing a claim or proof against that Obligor; (ii) obtaining or enforcing an order, judgement or award in relation to any litigation or arbitration proceedings, that Obligor shall as an independent obligation, within three (3) Business Days of demand, indemnify each Finance Party to whom that Sum is due against any cost, loss or liability arising out of or as a result of the conversion including any discrepancy between (A) the rate of exchange used to convert that Sum from the First Currency into the Second Currency and (B) the rate or rates of exchange available to that person at the time of its receipt of that Sum. b) Each Obligor waives any right it may have in any jurisdiction to pay any amount under the Finance Documents in a currency or currency unit other than that in which it is expressed to be payable. 14.2 Sanctions indemnity Each Obligor shall, on demand, indemnify each Finance Party against any cost, loss or liability incurred by it as a result of any claim, action, civil penalty or fine against, any settlement, and any other kind of loss or liability, and all reasonable costs and expenses (including reasonable counsel fees and disbursements) incurred by the Agent or any Lender as a result of conduct of any Obligor or any of their directors, officers, employees, that violates any Sanctions Laws. 14.3 Other indemnities The Borrower shall (or shall procure that an Obligor will) within three (3) Business Days of demand, indemnify each Finance Party against any costs, loss or liability incurred by that Finance Party as a result of: a) the occurrence of any Event of Default; b) a failure by an Obligor to pay any amount due under the Finance Documents on its due date, including without limitation, any cost, loss or liability arising as a result of Clause 26 (Sharing among the Finance Parties);

10127241/1 42 c) the funding, or making arrangements to fund, its participation in a Loan requested by the Borrower in a Drawdown Notice but not made by reason of the operation of any one or more of the provisions of this Agreement (other than by reason of default or negligence by that Lender alone); or d) a Loan (or part of a Loan) not being prepaid in accordance with a notice of prepayment given by the Borrower. 14.4 Indemnity to the Agent The Borrower shall promptly indemnify the Agent against any cost, loss or liability incurred by the Agent (acting reasonably) as a result of: a) investigating any event which it reasonably believes is a possible Default; b) acting or verifying any notice, request or instruction which it reasonably believes to be genuine, correct or appropriately authorised; c) instructing lawyers, accountants, tax advisers, surveyors or other professional advisers or experts as permitted under this Agreement; or d) any cost, loss or liability (including, without limitation, for negligence or any other category of liability whatsoever) incurred by the Agent (otherwise than by reason of the Agent's gross negligence or wilful misconduct) in acting as Agent under the Finance Documents. 14.5 Indemnity to the Security Agent a) The Borrower shall promptly indemnify the Security Agent against any cost, loss or liability incurred by it as a result of: (i) the taking, holding, protection or enforcement of the Security Documents or any other Finance Documents, (ii) acting or relying on any notice, request or instruction which it reasonably believes to be genuine, correct and appropriately authorised; (iii) the exercise of any of the rights, powers, discretions and remedies vested in the Security Agent by the Finance Documents or by law; (iv) any default by an Obligor in the performance of any of the obligations expressed to be assumed by it in the Finance Documents; or (v) acting as Security Agent under the Finance Documents or which otherwise relates to any of the assets subject to the Security Documents (otherwise, in each case, than by reason of the Security Agent's gross negligence or wilful misconduct). b) The Security Agent may, in priority to any payment to the Finance Parties, indemnify itself out of the assets subject to the Security Documents, and pay and retain, all sums necessary to give effect to the indemnity in this Clause 14.5 and shall have a lien on the Security Documents and the proceeds of the enforcement of the Security Documents for all monies payable to it.

10127241/1 43 15 MITIGATION BY THE LENDERS 15.1 Mitigation a) Each Finance Party shall, in consultation with the Borrower, take all reasonable steps (for a period of fifteen (15) Business Days) to mitigate any circumstances which arise and which would result in any amount becoming payable under or pursuant to, or cancelled pursuant to, any of: (i) Clause 7.3 (Mandatory prepayment – Illegality); (ii) Clause 12 (Tax gross-up and indemnities); and (iii) Clause 13 (Increased Costs), including (but not limited to) transferring its rights and obligations under the Finance Documents to another Affiliate. b) Paragraph a) does not in any way limit the obligations of any Obligor under the Finance Documents. 15.2 Limitation of liability a) The Borrower shall promptly indemnify each Finance Party for all costs and expenses reasonably and properly incurred by that Finance Party as a result of steps taken by it under Clause 15.1 (Mitigation). b) A Finance Party is not obliged to take any steps under this Clause 15.1 if, in the opinion of that Finance Party (acting reasonably), to do so might be prejudicial to it. 16 COSTS AND EXPENSES 16.1 Transaction expenses The Borrower shall promptly on demand pay to the Agent (for distribution to the relevant Finance Party) the amount of all costs and expenses (including legal fees) reasonably and properly incurred by any of them in connection with the negotiation, preparation, printing, perfection, execution, registration and syndication of: a) this Agreement and any other documents referred to in this Agreement; and b) any other Finance Documents executed after the date of this Agreement. 16.2 Amendment and enforcement costs, etc The Borrower shall, within three (3) Business Days of demand, reimburse the Agent or another Finance Party for the amount of all costs and expenses (including internal and external legal fees) incurred by it in connection with the preservation, protection, enforcement or maintenance of, or attempt to preserve or enforce, any of the rights of the Finance Parties under the Finance Documents, and all costs and expenses (including internal and external legal fees) reasonably and properly incurred by it in connection with: a) the granting of any release, waiver or consent under the Finance Documents; and b) any amendment or variation of any of the Finance Documents. SECTION 7

10127241/1 44 GUARANTEE AND SECURITY 17 GUARANTEE AND INDEMNITY 17.1 Guarantee and indemnity Each Guarantor hereby irrevocably and unconditionally guarantees, as primary obligors as and for its own debt and not merely as surety (No. selvskylderkausjon) to each Finance Party, on a joint and several basis with the other Guarantor: a) the due and punctual payment by the Borrower of any and all sums which are now or at any time hereafter will be payable by the Borrower under or in respect of the Finance Documents in accordance with the terms and provisions thereof (including, without limitation, principal, interest, default interest, legal fees and other fees, Break Costs, transaction and enforcement costs and any other costs, expenses, Taxes and Tax indemnities, currency indemnities and any other indemnities, claims for damages and any other costs and expenses in respect of any Event of Default or any other breach by the Borrower under the Finance Documents); b) the due and punctual performance by the Borrower of all of the Borrower's obligations under or in respect of the Finance Documents; and c) to indemnify each Finance Party immediately upon the Agent's first written demand against any loss, liability, costs and expenses suffered, incurred or paid by that Finance Party if any obligation of the Borrower is or becomes unenforceable, invalid or illegal, and also if the governing law is amended other than if amended pursuant to the terms of the Finance Documents. d) (such amounts together referred to as the "Outstanding Indebtedness"). 17.2 Payment upon first demand If the Borrower shall fail to pay any sum under the Finance Documents as and when such sum shall become due and payable, each Guarantor shall immediately upon the Agent's first written demand pay to the Agent for the account of the relevant Finance Party an amount equal to such sum which the Borrower shall not have paid, such payment to be made in immediately available funds to the account of the Agent, as the Agent may designate, without set-off or counter-claim and free and clear of and without deduction for or on account of any present or future Taxes. 17.3 No limitation on number of demands Demands under this Clause 17 may be made by the Agent (on behalf of the Finance Parties) from time to time and there shall be no limitation in the number of demands which can be made hereunder. 17.4 Maximum guarantee liability The total liability of each Guarantor under this Clause 17 shall, in the aggregate, always be limited to USD 150,000,000, plus any unpaid amount of interest, fees, liability, costs and expenses under the Finance Documents. 17.5 Continuing guarantee This Guarantee shall be a continuing guarantee which shall be effective as of the date hereof and shall remain in full force and effect until payment in full has been received by the Agent (on behalf of the Finance Parties) of the Outstanding Indebtedness.

10127241/1 45 17.6 No discharge The obligations of each Guarantor under this Clause 17 shall not be discharged, impaired or otherwise affected by reason of any of the following events or circumstances regardless of whether any such events or circumstances occur with or without such Guarantor's knowledge and consent: a) any total or partial invalidity, irregularity, illegality, unenforceability, imperfection or avoidance of or any defect in any security granted by, or the obligation of the Borrower, the Finance Parties or any other person under the Finance Documents or any other document or security; b) any time, waiver, consent or other indulgence granted to the Borrower or any other person or any composition or arrangement made by any Finance Party or any other person with the Borrower or any other person; c) any increase or reduction of the amount of a Loan, or variation of the terms and conditions for its repayment (including without limitation, the rate and/or method of calculation of interest payable on any Loan); d) any amendment, modification, replacement, supplement, variation, compromise, extension or renewal of any Finance Document or any right against any security over any assets of the Borrower or any other person; e) any refusal or neglect to take up or perfect or enforce or any release, indulgence or other relief granted under any Finance Document or any rights against or any security over any assets of the Borrower or any other person or any failure to realize the full value of any security; f) any transfer, assignment, assumption or novation of rights and obligations under the Finance Documents by the Borrower, a Lender or any other person; g) any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status of the Borrower, a Lender or any other person; h) any corporate reorganisation, reconstruction, amalgamation, dissolution, merger, acquisition or any other alteration in the corporate existence or structure of any of the Finance Parties, the Borrower or any other person; or i) any insolvency or similar proceedings concerning the Borrower, a Lender or any other person. 17.7 Waiver Each Guarantor specifically waives all rights under the provisions of the FA Act not being mandatory provisions, including the following provisions (the main contents of the relevant provisions being as indicated in the brackets): a) § 62 (1) (a) (to be notified of any security the giving of which was a precondition for the advance of a Loan, but which has not been validly granted or has lapsed); b) § 63 (1) - (2) (to be notified of any Event of Default under the Agreement and to be kept informed thereof);

10127241/1 46 c) § 63 (3) (to be notified of any extension granted to the Borrower in payment of principal and/or interest); d) § 63 (4) (to be notified of any of the Borrower's bankruptcy proceedings or debt reorganisation proceedings and/or any application for the latter); e) § 65 (3) (that the consent of the Guarantor is required for the Guarantor to be bound by amendments to the Finance Documents that may be detrimental to its interest); f) § 66 (1) - (2) (that the Guarantor shall be released from liabilities hereunder if security which was given, or the giving of which was a precondition for the advance of a Loan, is released by any of the Finance Parties without the consent of the Guarantor); g) § 66 (3) (that the Guarantor shall be released from its liabilities hereunder if, without its consent, security the giving of which was a precondition for the advance of a Loan, was not validly granted); h) § 67 (2) (about reduction of the Guarantor's liabilities hereunder); i) § 67 (4) (that the Guarantor's liabilities hereunder shall lapse after ten (10) years, as the Guarantor shall remain liable hereunder as long as any amount is outstanding under the Finance Documents); j) § 70 (as the Guarantor shall have no right of subrogation into the rights of the Finance Parties under the Finance Documents until and unless the Finance Parties shall have received all amounts due or to become due to them under the Finance Documents); k) § 71 (as the Finance Parties shall have no liability first to make demand upon or seek to enforce remedies against the Borrower or any other security provided in respect of the Borrower's liabilities under the Finance Documents before seeking to enforce the security created hereunder); l) § 72 (as all interest and default interest due under the Finance Documents shall be secured hereunder); m) § 73 (1) - (2) (as all costs and expenses related to a default under the Finance Documents shall be secured hereunder); and n) § 74 (1) - (2) (as the Guarantor shall make no claim against the Borrower for payment until and unless the Finance Parties first shall have received all amounts due or to become due to them under the Finance Documents). 17.8 Reinstatement If any payment by the Borrower, any other guarantor or any other provider of security under the Finance Documents must be repaid, or any discharge given by a Lender (whether in respect of the obligations of the Borrower, another guarantor or any security for those obligations or otherwise) is avoided or reduced, as a result of insolvency or any similar event: a) the liability of the Guarantors shall continue as if such payment, discharge, avoidance or reduction had not occurred; and

10127241/1 47 b) the Finance Parties shall be entitled to recover the value or amount of that security or payment from the Guarantors, as if such payment, discharge, avoidance or reduction had not occurred. 17.9 Undertaking Each Guarantor undertakes to the Agent that as long as this Guarantee is effective: a) following receipt of a notice from the Agent of the occurrence of any Event of Default, the Guarantor will not make a demand for any claim of moneys due to the Guarantor from the Borrower or any other guarantor, or exercise any other right or remedy to which the Borrower or any other guarantor are entitled to in respect of such moneys unless and until all moneys due and payable by the Borrower have been irrevocably paid in full; b) if the Borrower or any other guarantor becomes the subject of an insolvency proceeding or shall be wound up or liquidated, the Guarantor shall not (unless so instructed by the Agent and then only on condition that the Guarantor holds the benefit of any claim in such insolvency or liquidation to pay any amounts recovered thereunder to the Agent) make any claim in such insolvency, winding-up or liquidation until all the Outstanding Indebtedness owing or due has been irrevocably paid in full; c) if the Guarantor being in breach of paragraphs a) and b) above receives or recovers any money pursuant to such exercise, claim or proof as therein referred to, such moneys shall be held by the Guarantor for the Agent to apply the same as if they were money received or recovered by the Agent under this Guarantee; and d) it will not take or has not taken from the Borrower any security whatsoever for the obligations guaranteed hereunder. 17.10 Immediate recourse The Agent shall not be required to take any action against the Borrower, either Guarantor or any other person before claiming from either or both of the Guarantors (in its sole discretion) under this Clause 17. 17.11 No right of recourse and no security The Guarantors shall have no right of recourse against the Borrower, any other guarantor or any of their respective bankruptcy estate for any amount paid by the Guarantors under this Guarantee for so long as any part of the Outstanding Indebtedness remains outstanding, and the Guarantors shall not be entitled to obtain from the Borrower any security for any such right of recourse which the Guarantors may have after such time. Any such security which the Guarantors might obtain shall be regarded as supplementary security in favour of the Finance Parties. The Guarantors hereby renounce any and all such claims it has or may get against the Borrower or any other guarantor for as long as any part of the Outstanding Indebtedness remains outstanding. 17.12 No subrogation in Finance Parties' security The Guarantors shall have no right to subrogate, wholly or partly, in any security provided to the Finance Parties pursuant to the Finance Documents or in any other way until all of the Outstanding Indebtedness has been fully and finally paid. 17.13 Action Without affecting the obligations of either Guarantor hereunder, the Agent, the other Finance Parties may take such action as the Agent, the other Finance Parties, as the case may be, in their own

10127241/1 48 discretion may consider appropriate against the Borrower, the Guarantors or any other persons or parties or securities to recover monies due and payable in respect of the obligations under the Finance Documents. 17.14 Knowledge of the additional security Each Guarantor acknowledges and agrees that: a) it has received a copy of and has full knowledge of the security which is to be granted in respect of the amounts outstanding under the Finance Documents; b) this Guarantee is in addition to and is not in any way prejudiced by any other guarantee or security now or subsequently held by any Finance Party as security for the Borrower's obligations under the Finance Documents. 17.15 Assignment The Agent and the Finance Parties may assign or transfer the rights under this Guarantee to any person to whom the rights and obligations of such Finance Party under the Agreement are wholly or partly assigned or transferred to in accordance with Clause 25 (Changes to the Parties) of the Agreement. 17.16 Expenses The Guarantors shall pay to the Agent on demand on a full indemnity basis all charges, costs and expenses (including the legal fees) reasonably and properly incurred by the Finance Parties in connection with the preservation and enforcement of any of the rights of the Finance Parties under this Guarantee. 17.17 No implied waivers No delay or failure by the Agent or any other Finance Party to exercise any right or remedy under this Guarantee shall operate or be construed as a waiver of such rights or remedies unless otherwise expressly stated in writing by the Agent or such Finance Party. No partial exercise of any right or remedy shall prevent any further or other exercise of such right or remedy or any other right or remedy. No express waiver of any rights or remedies in respect of an Event of Default or any other event by the Agent, any other Finance Party shall operate or be construed as a waiver of any rights or remedies in respect of any similar or other Event of Default or events. 18 SECURITY 18.1 Security Documents The Borrower's obligations and liabilities under the Finance Documents, including (without limitation) the Borrower's obligation to repay the Loans together with all unpaid interest, default interest, commissions, charges, expenses and any other derived liability whatsoever of the Borrower towards the Lenders, the Agent or any other Finance Party in connection with this Agreement or another Finance Document, shall at any time until all amounts due to the Finance Parties under the Finance Documents have been paid and/or repaid in full, be cross collaterally secured by: (i) the Account Pledge; (ii) the Assignment of Earnings and Charterparties; (iii) the Assignment of Hedging Claims;

10127241/1 49 (iv) the Assignment of Insurances; (v) the Assignment of Intercompany Loans; (vi) the Guarantees; (vii) the Mortgage; and (viii) the Share Pledge. 18.2 Security for Hedging Agreements For the avoidance of doubt, the Security Interest created by the Security Documents shall also secure the Borrower's obligations under the Hedging Agreements on a pro rata basis, but subject to a subordinated distribution of proceeds in accordance with Clause 29.5 (Partial payments). The Borrower shall ensure that the Mortgage be amended to cover any and all Hedging Agreements entered into subsequent to the date of the Mortgage, on terms acceptable to the Security Agent and without undue delay from entry into of any such Hedging Agreement, in order to secure that any liability of the Borrower under any and all Hedging Agreements are secured under the Mortgage. 18.3 Perfection and further assistance Each Obligor undertakes to ensure that the above Security Documents be duly executed by the parties thereto in favour of the Security Agent (on behalf of the Finance Parties) on or about the date of this Agreement (or if not possible, as soon as practically possible), and legally valid and in full force and effect throughout the Security Period. Each Obligor further undertake to take all such action as is available to it (including making all filings and registrations) as may be necessary for the purpose of the creation, perfection, protection, maintenance or realisation of any Security Interest conferred or intended to be conferred on the Security Agent or the Finance Parties by or pursuant to the Finance Documents. 18.4 Share Pledge - waiver of recourse If the Security Agent enforces the Share Pledge, each Guarantor hereby irrevocably (i) waives any and all of its claims against the Borrower and releases the Borrower from any and all liabilities to each Guarantor, including but not limited to any liabilities of the Borrower under any intra-group or shareholder loans and any liability to each Guarantor and the Borrower under any recourse claims (the "Borrower Liabilities"), and (ii) authorises the Security Agent and grants power of attorney to the Security Agent to (without any consent, sanction, authority or further confirmation from any other party), to release any and all of the Borrower Liabilities, in order to allow for a sale of the shares in the Borrower to be completed without any claims of any Guarantor continuing to exist against the Borrower following such sale to the extent permitted by applicable mandatory laws.

10127241/1 50 SECTION 8 REPRESENTATIONS, UNDERTAKINGS AND EVENTS OF DEFAULT 19 REPRESENTATIONS AND WARRANTIES Each Obligor makes the representations and warranties set out in this Clause 19 to each Finance Party on the date of this Agreement: 19.1 Status and ownership a) It is a company with limited liability or corporation, as applicable, duly incorporated and validly existing under the law of its jurisdiction of incorporation; b) It has the power to own its assets and carry on its business as it is being conducted; c) The Intermediate Parent owns directly one hundred per cent. (100.00%) of the shares and voting rights in the Borrower; and d) The Ultimate Parent owns directly one hundred per cent. (100.00%) of the shares and voting rights in the Intermediate Parent. 19.2 Insolvency No corporate action, legal proceeding or other procedure or step described in Clause 24.7 (Insolvency proceedings) or creditors' process described in Clause 24.8 (Creditors' process), has been taken or threatened in relation to an Obligor, and none of the circumstances described in Clause 24.6 (Insolvency) applies to an Obligor. 19.3 Binding obligations a) The Finance Documents and Transaction Documents to which it is a party constitute legal, valid, binding and enforceable obligations. b) Save as provided herein or therein and/or as have been or shall be completed prior to the Drawdown Date, no registration, filing, payment of tax or fees or other formalities are necessary or desired to render the Finance Documents enforceable against it, and in respect of the Vessel, for the Mortgage to constitute a valid and enforceable first priority mortgage over the Vessel. 19.4 No conflict with other obligations The entry into and performance by it of, and the transactions contemplated by, the Finance Documents and/or the Transaction Documents do not and will not conflict with: a) any law or regulation applicable to it any present law or regulation applicable to it (including Directive 1905/60/EC of the European Parliament and of the Council of the European Communities Union of 26 October 2005, implemented to combat money laundering); b) any of its constitutional documents; or c) any agreement or document to which it is a party or by which it or any of its assets are bound.

10127241/1 51 19.5 Power and authority It has the power to enter into, perform and deliver, and has taken all necessary actions to authorise its entry into, performance and delivery of, the Finance Documents and Transaction Documents to which it is a party and the transactions contemplated by those Finance Documents and Transaction Documents. 19.6 Governing law and enforcement a) The choices of governing law of the relevant Finance Documents will be recognised and enforced in its jurisdiction of incorporation. b) Any judgment obtained in relation to a Finance Document in the jurisdiction of the governing law will be recognised and enforced in its Relevant Jurisdiction. 19.7 Authorisations and consents All Authorisations required by it (i) in connection with the entering into, performance, validity and enforceability of the Finance Documents and the transactions contemplated hereby and thereby, and (ii) to make the Finance Documents to which it is a party admissible in evidence in its Relevant Jurisdiction, have been obtained or effected and are in full force and effect. 19.8 Taxes a) It has complied with all taxation laws in all jurisdictions where it is subject to taxation and has paid all applicable Taxes and other amounts due to governments and other public bodies where failure to do so is reasonably likely to have a Material Adverse Effect. No claims are being asserted against it with respect to any Taxes or other payments due to public or governmental bodies, which are reasonably likely to have a Material Adverse Effect. b) It is not required to make any Tax Deductions (as defined in Clause 12.1 (Definitions)) for or on account of Tax from any payment it may make under any of the Finance Documents. 19.9 No filing or stamp taxes Under the laws of its Relevant Jurisdiction it is not necessary that the Finance Documents be filed, recorded or enrolled with any court or other authority in that jurisdiction or that any stamp, registration, notarial or similar Taxes or fees be paid on or in relation to the Finance Documents or the transactions contemplated by the Finance Documents, except the registration of the Mortgage with the Approved Ship Registry, which registrations, filings, taxes and fees shall be made and paid promptly by the Obligors after the date of the relevant Finance Document. 19.10 No Default a) No Event of Default is continuing or might reasonably be expected to result from the making of a Loan or the entry into and performance of or any transaction contemplated by any of the Finance Documents. b) No other event or circumstances is outstanding which constitutes a default or (with the expiry of a grace period, giving of notice or the making of any determination or any combination of the foregoing) might constitute a default under any other agreement or instrument which is binding on it or to which the its assets are subject which has or is reasonably likely to have a Material Adverse Effect.

10127241/1 52 19.11 No misleading information a) Any factual information, documents, exhibits or reports relating to it and which have been furnished to the Finance Parties by or on behalf of it for the purposes of this Agreement are complete and correct in all material respects and do not contain any misstatement of fact or omit to state a fact making such information, exhibits or reports misleading in any material respect. b) Any financial projections contained in the information referred to in paragraph a) above have been prepared as at their date on the basis of recent historical information and on the basis of assumptions believed by the Obligor to be reasonable as at the date of preparation. 19.12 Original Financial Statements a) The Original Financial Statements give a true and fair view of its financial condition as at the end of the period to which they related, and have been prepared in accordance with US GAAP consistently applied. b) Since the date of the Original Financial Statements, there has been no material adverse change in its business or financial condition. 19.13 Pari passu ranking Its payment obligations under the Finance Documents rank at least pari passu with the claims of all its other unsecured and unsubordinated creditors, except for obligations preferred by mandatory law applying to companies generally. 19.14 No proceedings pending or threatened No litigation, arbitration or administrative proceedings of or before any court, arbitral body or agency, which if adversely determined, might reasonably be expected to have a Material Adverse Effect, have (to its knowledge and belief) been started or threatened against it. 19.15 No immunity The execution and delivery by it of each Finance Document to which it is a party constitute, and its exercise of its respective rights and performance of its obligations under each Finance Document will constitute, private and commercial acts performed for private and commercial purposes, and it will not (except for bankruptcy or any similar proceedings) be entitled to claim for itself or any or all of its assets immunity from suit, execution, attachment or other legal process in any other proceedings taken in Norway and/or elsewhere (as the case may be) in relation to any Finance Document. 19.16 No winding-up It has not taken any corporate action nor have any other steps been taken or legal proceedings been started or threatened against it for its reorganisation (by way of voluntary arrangement, scheme of arrangement or otherwise), winding-up, dissolution, judicial management or administration or for the appointment of a receiver, administrator, administrative receiver, judicial manager, trustee or similar officer of it or any or all of its assets. 19.17 Environmental compliance It has performed and observed in all material respects all Environmental Laws, Environmental Approvals and all other material covenants, conditions, restrictions or agreements directly or indirectly concerned with any contamination, pollution or waste or the release or discharge of any toxic or hazardous substance in connection with the Vessel.

10127241/1 53 19.18 Environmental Claims No Environmental Claim has been commenced or (to the best of the Obligor's knowledge and belief) is threatened against it. 19.19 ISM Code and ISPS Code compliance All requirements of the ISM Code and the ISPS Code as they relate to any Obligor, the Managers and/or the Vessel have been complied with in all material respects. 19.20 The Vessel The Vessel is or will from its Delivery Date: a) in the absolute ownership of the Borrower, free and clear of all encumbrances (other than as permitted in accordance with Clause 22.5 (Negative Pledge – Collateral)) and the Borrower is and will remain the sole, legal and beneficial owner of the Vessel; b) registered in the name of the Borrower with an Approved Ship Registry under the laws and flag of such Approved Ship Registry; c) operationally seaworthy in every way and fit for service; and d) classed with an Approved Classification Society, free of all overdue requirements, recommendations and conditions. 19.21 Anti-corruption laws The Obligors have conducted its businesses in compliance with applicable anti-corruption laws and has instituted and maintained policies and procedures designed to promote and achieve compliance with such laws. 19.22 No money laundering a) It is acting for its own account in relation to the Facilities and in relation to the performance and the discharge of its obligations and liabilities under the Finance Documents and the transactions and other arrangements effected or contemplated by the Finance Documents to which it is a party, and the foregoing will not involve or lead to contravention of any law, official requirement or other regulatory measure or procedure implemented to combat money laundering (as defined in Article 1 of the Directive 2005/60/EC of the European Parliament and of the Council of 26 October 2006 (as amended, supplemented and/or replaced from time to time). b) The Borrower will use the proceeds of the Facilities for its own benefit, under its full responsibility and exclusively for the purposes specified in this Agreement. 19.23 No breach of laws Except as notified by the Obligors to the Agent and accepted in writing by the Agent, each Obligor complies in all material respects with any law or regulation applicable to it. 19.24 Sanctions None of the Obligors nor any of their Subsidiaries and, to their knowledge, none of their respective directors, officers or employees: a) is in breach of any Sanctions;

10127241/1 54 b) is a Restricted Party nor acts directly or indirectly on behalf of a Restricted Party; or c) has received notice of or is aware of any claim, action, suit, proceeding, formal notice or investigation against it with respect to Sanctions. 19.25 Repetition The Repeating Representations set out in this Clause 19 shall be deemed to be repeated: a) on the date of each Drawdown Notice; b) on each Drawdown Date; c) on the first day of each Interest Period; and d) in each Compliance Certificate forwarded to the Agent pursuant to Clause 20.2 (Compliance certificate) (or, if no such Compliance Certificate is forwarded, on each day such certificate should have been forwarded to the Agent at the latest). 20 INFORMATION UNDERTAKINGS The undertakings set out in this Clause 20 shall remain in force from the date of this Agreement and throughout the Security Period. 20.1 Financial statements The Ultimate Parent shall supply to the Agent in sufficient copies for all of the Lenders: a) as soon as the same become available, but in any event within one hundred and twenty (120) days after the end of each of its fiscal years, its consolidated audited financial statements for that fiscal year together with the unaudited accounts of the Borrower; b) as soon as the same become available, but in any event within 2 months after the end of each financial quarter, its unaudited consolidated financial statements for that financial quarter; and c) as soon as same become available, but in any event no later than 28 February for each year, its budget and cash flow projections. 20.2 Compliance Certificates The Ultimate Parent shall supply to the Agent, with each set of financial statements delivered pursuant to paragraphs a) and b) of Clause 20.1 (Financial statements), a Compliance Certificate in the form set out in Schedule 5 (Form of Compliance Certificate) signed by the CFO of the Ultimate Parent setting out (in reasonable detail) computations as to compliance with Clause 21 (Financial covenants) and the Collateral Maintenance Test pursuant to Clause 7.1 (Mandatory prepayment – Collateral Maintenance Test), as at the date at which those financial statements were drawn up. 20.3 Vessel's Market Value Valuations to determine the Market Value of the Vessel shall be obtained by the Borrower for the Borrower's cost prior to the end of each financial half-year and to be sent to the Agent together with each relevant Compliance Certificate, or, if an Event of Default has occurred, for the Borrower's cost at such further frequency as may be requested by the Agent (acting on behalf of the Majority Lenders).

10127241/1 55 20.4 Requirements as to financial statements The Obligors shall procure that each set of financial statements delivered pursuant to Clause 20.1 (Financial statements) is prepared using US GAAP, accounting practices and financial reference periods consistent with those applied in the preparation of the Original Financial Statements for the Obligors unless, in relation to any set of financial statements, it notifies the Agent that there has been a change in US GAAP, the accounting practices or reference periods and the Obligor's auditors deliver to the Agent: a) a description of any change necessary for those financial statements to reflect US GAAP, accounting practices and reference periods upon which that Obligor's Original Financial Statements were prepared; and b) sufficient information, in form and substance as may be reasonably required by the Agent, to enable the Lenders to determine whether Clause 21 (Financial covenants) has been complied with and make an accurate comparison between the financial position indicated in those financial statements and that Obligor's Original Financial Statements. Any reference in this Agreement to those financial statements shall be construed as a reference to those financial statements as adjusted to reflect the basis upon which the Original Financial Statements were prepared. 20.5 Fiscal Year There shall be no change to any Obligor's fiscal year without the prior written consent of the Agent (on behalf of the Majority Lenders). 20.6 Information – miscellaneous The Obligor shall notify the Agent and/or supply to the Agent (in sufficient copies for all the Lenders, if the Agent so requests): a) at the same time as they are dispatched, copies of all documents dispatched by an Obligor to its creditors generally; b) promptly upon becoming aware of them, the details of any litigation, claim, arbitration or administrative proceedings which are current, threatened or pending against an Obligor, and which might, if adversely determined, have a Material Adverse Effect; c) promptly, such further information regarding the business, operations, assets, operations (financial or otherwise) and technical data of the Obligors and the Vessel as the Agent may reasonably request, and which can be delivered without breach of any confidentiality undertakings or any applicable law or rules of a securities/regulatory exchange; d) promptly, such further information reasonably requested by the Agent (on behalf of the Finance Parties) in order for each Finance Party to carry out and be satisfied it has complied with all necessary "know your customer" or other similar checks under all applicable laws and regulations pursuant to the transactions contemplated in the Finance Documents; e) promptly upon becoming aware of any Change in Ultimate Beneficial Owner, the name of the Ultimate Beneficial Owner and such documentation and other evidence as is reasonably requested by the Agent or any Lender in order for the Agent or such Lender to carry out and be satisfied it has complied with all necessary "know your customer" or other similar

10127241/1 56 checks under all applicable laws and regulations in relation to the Ultimate Beneficial Owner; and f) promptly, upon becoming aware of them, the details of any loss, seizure, capture or piracy against the Vessel. 20.7 Notification of default Each Obligor shall notify the Agent of any Default (and the steps, if any, being taken to remedy it) promptly upon becoming aware of its occurrence. 20.8 Notification of Environmental Claims Each Obligor shall inform the Agent in writing as soon as reasonably practicable upon becoming aware of the same: a) if any Environmental Claim has been commenced or (to the best of the Obligor's knowledge and belief) is threatened against an Obligor or the Vessel; and b) of any fact and circumstances which will or are reasonably likely to result in any Environmental Claim being commenced or threatened against an Obligor or the Vessel. 20.9 "Know your customer" checks a) If: (i) the introduction of or any change in (or in the interpretation, administration or application of) any law or regulation made after the date of this Agreement; (ii) any Change in Ultimate Beneficial Owner after the date of this Agreement; (iii) any Applicable KYC Procedures; (iv) any change in the status of an Obligor (or of a Holding Company of an Obligor) or the composition of the shareholders of an Obligor (or of a Holding Company of an Obligor) after the date of this Agreement; (v) a proposed assignment or transfer by a Lender of any of its rights and/or obligations under this Agreement to a party that is not a Lender prior to such assignment or transfer; or (vi) any anti-money laundering or anti-terrorism financing laws and regulations applicable to the Agent or any Lender, obliges the Agent or any Lender (or, in the case of paragraph (iii) above, any prospective new Lender) to comply with "know your customer" or similar identification procedures in circumstances where the necessary information is not already available to it, each Obligor shall promptly upon the request of the Agent or any Lender supply, or procure the supply of, such documentation and other evidence as is reasonably requested by the Agent (for itself or on behalf of any Lender) or any Lender (for itself or, in the case of the event described in paragraph (iii) above, on behalf of any prospective new Lender) in order for the Agent, such Lender or, in the case of the event described in paragraph (iii) above, any prospective new Lender to carry out and be satisfied it has complied with all necessary "know your customer" or other similar checks under all applicable laws and regulations pursuant to the transactions contemplated in the Finance Documents.

10127241/1 57 b) Each Lender shall promptly upon the request of the Agent supply, or procure the supply of, such documentation and other evidence as is reasonably requested by the Agent (for itself) in order for the Agent to carry out and be satisfied it has complied with all necessary "know your customer" or other similar checks under all applicable laws and regulations pursuant to the transactions contemplated in the Finance Documents. For the purpose of this Clause 20.9: "Applicable KYC Procedures" means any applicable "know your customer" checks or similar identification procedures, or equivalent internal policies of a Lender or the Agent, or any equivalent procedures required by applicable law or regulations. 20.10 Use of websites a) The Ultimate Parent may satisfy its obligation under this Agreement to deliver any information in relation to those Finance Parties (the “Website Lenders”) who accept this method of communication by posting this information onto an electronic website designated by the Ultimate Parent and the Agent (the “Designated Website”) if: the Agent expressly agrees (after consultation with each of the Finance Parties) that it will accept communication of the information by this method; both the Ultimate Parent and the Agent are aware of the address of and any relevant password specifications for the Designated Website; and the information is in a format previously agreed between the Ultimate Parent and the Agent. If any Finance Party (a “Paper Form Lender”) does not agree to the delivery of information electronically then the Agent shall notify the Ultimate Parent accordingly and the Ultimate Parent shall supply the information to the Agent (in sufficient copies for each Paper Form Lender) in paper form. In any event the Ultimate Parent shall supply the Agent with at least one copy in paper form of any information required to be provided by it. b) The Agent shall supply each Website Lender with the address of and any relevant password specifications for the Designated Website following designation of that website by the Ultimate Parent and the Agent. c) The Ultimate Parent shall promptly upon becoming aware of its occurrence notify the Agent if: the Designated Website cannot be accessed due to technical failure; the password specifications for the Designated Website change; any new information which is required to be provided under this Agreement is posted onto the Designated Website; any existing information which has been provided under this Agreement and posted onto the Designated Website is amended; or

10127241/1 58 the Ultimate Parent becomes aware that the Designated Website or any information posted onto the Designated Website is or has been infected by any electronic virus or similar software. If the Ultimate Parent notifies the Agent under paragraph c) i) or paragraph c) v) above, all information to be provided by the Ultimate Parent under this Agreement after the date of that notice shall be supplied in paper form unless and until the Agent and each Website Lender is satisfied that the circumstances giving rise to the notification are no longer continuing. 21 FINANCIAL COVENANTS 21.1 Financial definitions Except otherwise explicitly provided for in this Agreement, an accounting term used in this Clause is to be construed in accordance with US GAAP. For the purposes of this Clause 21, the following definitions shall apply: "Cash and Cash Equivalents" means, at any date, the aggregate amount of freely available cash and cash equivalents of the Group, in each case reported in accordance with US GAAP, including without limitation: a) cash in hand or on freely available deposit with any bank or financial institution; b) certificates of deposits or marketable debt securities (included money market funds) with a maturity of twelve (12) months or less after the relevant date of calculation, issued by an Arranger or a financial institution which has a rating for its long term unsecured and non- credit enhanced debt obligations with A or higher by Standard & Poor’s Rating Services or Fitch Ratings Ltd or A2 or higher by Moody’s Investor Services Limited or a comparable rating from an internationally recognised credit rating agency; or c) any other instrument, security or investment approved in writing by the Agent, and in each case, to which any of the Obligors is beneficially entitled at that time and which can be promptly realised and applied against the Loans. "Equity Ratio" means the ratio of Total Equity to Total Assets. "Liquidity" means, at any given time, the aggregate of (i) Cash and Cash Equivalents and (i) any undrawn amount freely and unconditionally available for drawings under any credit facilities with remaining tenor of at least six (6) months. "Total Assets" means the aggregate book value of total assets in accordance with US GAAP. "Total Equity" means the aggregate book value of the equity treated as equity in accordance with US GAAP. "Working Capital" means current assets less current liabilities (which shall exclude instalments of long term debt due in the twelve (12) months, capital lease payments and, in respect of the Borrower only, any intra group debt incurred in accordance with Clause 22.10 (b) (ii) (Financial Indebtedness restrictions).

10127241/1 59 21.2 Financial testing The financial covenants set out in this Clause 21 (Financial Covenants) shall be calculated in accordance with US GAAP consistently applied, provided always, that lease obligations shall be classified in accordance with applicable account principles prior to 1 January 2019 (for the avoidance of doubt, disregarding any amendments to accounting principles as a result of IFRS 16 or equivalent). The financial covenants shall be tested quarterly, by reference to each of the financial statements delivered pursuant to paragraphs (a) and (b) of Clause 20.1 (Financial Statements) and/or each Compliance Certificate delivered pursuant to Clause 20.2 (Compliance Certificate). 21.3 Financial covenants The Ultimate Parent shall ensure that it maintains (on a consolidated basis) at all times: a) an Equity Ratio of minimum 0.25 to 1.00; b) a positive Working Capital; and c) Liquidity of minimum the higher of: (i) USD 25,000,000; or (ii) an amount equal to five per cent. (5%) of the Group’s total interest bearing Financial Indebtedness on a consolidated basis net of any Cash and Cash Equivalents. 21.4 Change of accounting principles If the Agent believes that the definitions and/or the financial covenants set out in this Clause 21 (Financial covenants) need to be amended as a result of any change of accounting principles, determination or requirement, the Ultimate Parent and the Agent shall negotiate (Agent acting on the instructions of the Lenders) in good faith to amend the existing definitions and/or financial covenants so as to provide the Lenders with substantially the same protections as the definitions and/or financial covenants set out in this Clause 21 (but which are not materially more onerous for the Borrower or the Ultimate Parent). 22 GENERAL UNDERTAKINGS The undertakings set out in this Clause 22 shall remain in force from the date of this Agreement and throughout the Security Period. 22.1 Authorisations etc. The Obligors shall promptly: a) obtain, comply and do all that is necessary to maintain in full force and effect; and b) supply certified copies to the Agent (if so requested) of, any Authorisation required under any law or regulation of its jurisdiction of incorporation to enable it to perform its obligations under the Finance Documents and to ensure the legality, validity, enforceability or admissibility in evidence in its jurisdiction of incorporation of any Finance Document.

10127241/1 60 22.2 Compliance with laws Each Obligor shall comply in all material respects with all laws to which it may be subject. 22.3 Pari passu ranking Each Obligor shall ensure that its obligations under the Finance Documents do and will rank at least pari passu with all its other present and future unsecured and unsubordinated obligations, except for those obligations which are preferred by mandatory law applying to companies generally in the jurisdictions of their incorporation or in the jurisdiction in the ports of calls. 22.4 Title – Collateral The Borrower will hold legal title to, and own the entire beneficial interest in, its Vessel, its Insurances, its Earnings and all of its other assets, free of all Security Interest, except for those created by the Financial Documents and as set out in Clause 22.5 (Negative pledge - Collateral). 22.5 Negative Pledge – Collateral Neither of the Obligors, nor any other member of the Group, shall create or permit to subsist any Security Interest over (i) any asset subject to, or intended to be subject to, Security Interest under the Security Documents, or (ii) any other asset of the Borrower, other than: a) the Security Interest created under the Security Documents; b) any Security Interests arising in the ordinary course of business by operation of law and securing obligations not more than forty-five (45) days overdue; and c) any Security Interests disclosed in writing to the Agent, and consented to in writing by the Agent (acting upon instructions from the Majority Lenders). 22.6 Ownership of the Borrower and the Intermediate Parent a) The Intermediate Parent shall at all times own directly one hundred per cent. (100.00%) of the shares and voting rights in the Borrower. b) The Ultimate Parent shall at all times own directly one hundred per cent. (100.00%) of the shares and voting rights in the Intermediate Parent. c) Neither of the Obligors shall create or permit to subsist any Security Interest over any existing or future shares issued by the Borrower or the Intermediate Parent, other than the Security Interest created under the Security Documents. 22.7 Preservation of assets Each Obligor shall maintain and preserve all of its assets that are necessary or desirable, in the opinion of the Agent (acting on the instruction of the Majority Lenders), for the conduct of its business, as intended to be conducted at the date of this Agreement, in good working order and condition, ordinary wear and tear excepted. 22.8 Change of business The Obligors shall ensure that no change is made to the general nature of its business from that carried out at the date of this Agreement without the prior written consent of the Agent (on behalf of the Lenders).

10127241/1 61 22.9 No mergers etc. No Obligor shall enter into any merger, amalgamation, de-merger, split-up, divest, consolidation with or into any other person or be the subject of any reconstruction, name change or change of type of organization without the prior consent of the Agent (on behalf of the Lenders). 22.10 Financial Indebtedness restrictions a) The Borrower shall not incur, create or permit to subsist any Financial Indebtedness. b) Paragraph (a) above does not apply to Financial Indebtedness: (i) incurred under the Finance Documents; (ii) incurred under any loans from any Guarantor, provided that any Guarantor’s claims under such loans are subject to an Assignment of Intercompany Loan and fully subordinated to the claims of the Finance Parties under the Finance Documents; or (iii) consented to in writing by the Lenders. 22.11 Financial support The Borrower shall not make or grant any loans, guarantees or any other form of financial support to any person, except for: a) financial support by way of trade credit in the ordinary course of operation of the Vessel; and b) intra-group loans to a Guarantor, provided always that the obligations of any other Guarantor be fully subordinated to any obligations under the Finance Documents, and the Borrower's claims under such loans are subject to an Assignment of Intercompany Loan. 22.12 Distributions from the Borrower Following the occurrence of an Event of Default which is continuing, the Borrower may not: (i) declare, make or pay any dividend, charge, fee or other distribution (whether in cash or in kind) on or in respect of its share capital (or any class of its share capital); (ii) pay any interest or repay any principal amount (or capitalised interest) on any debt to any of its shareholders; or (iii) redeem, repurchase or repay any of its share capital or resolve to do so, or enter into any transaction or arrangement having a similar effect as described in paragraphs (i) to (iii). 22.13 Distributions from the Ultimate Parent a) Subject to the limitations listed in paragraph (b) below, the Ultimate Parent may: (i) declare, make or pay any dividend, charge, fee or other distribution (whether in cash or in kind) on or in respect of its share capital (or any class of its share capital); (ii) pay any interest or repay any principal amount (or capitalised interest) on any debt to any of its shareholders;

10127241/1 62 (iii) redeem, repurchase or repay any of its share capital or resolve to do so; or (iv) enter into any transaction or arrangement having a similar effect as described in paragraphs (i) to (iii). b) The distributions described in paragraph (a) above can only be carried out and effectuated if: (i) no Event of Default is existing and is continuing on the time when the distribution is to be made or would result from the making, payment or declaration of the distribution; or (ii) as otherwise consented to in writing by the Agent (on behalf of the Majority Lenders). 22.14 Investments The Borrower shall not make any investments or acquisitions, neither of vessels or companies (or shares in companies), other than: a) the acquisition of the Vessel; b) ordinary and scheduled maintenance of the Vessel; and b) any other maintenance of the Vessel required in order to be in compliance with the provisions under this Agreement, including, but not limited to, Clause 23.3 (Classification and repairs). 22.15 Environmental compliance The Obligors shall comply in all respects with all applicable Environmental Laws subject to the terms and conditions of any applicable Environmental Approval and obtain and maintain any applicable Environmental Approval. 22.16 Arm's length transactions No Obligor shall engage in, directly or indirectly, any transaction with any party (without limitation, the purchase, sale or exchange of assets or the rendering of any service), except pursuant to the reasonable requirement of the Obligor's business and upon fair and reasonable terms that are no less favorable to the Obligor, as the case may be, than those which might be obtained in an arm's length transaction at the time. 22.17 Listing The Ultimate Parent shall remain listed on the Oslo Stock Exchange, New York Stock Exchange or another recognised stock exchange acceptable to the Agent (on behalf of the Lenders). 22.18 Hedging a) The Hedge Providers shall have a first right of refusal in relation to interest hedging relating to the Vessel or the Facilities on competitive terms. b) No Obligor shall carry out derivative transactions for speculative purposes.

10127241/1 63 22.19 Earnings Accounts The Borrower shall open and maintain all its Earnings Accounts with the Account Bank, ensure that all Earnings are paid to the Earnings Accounts, and that the Earnings Accounts remain subject to the Account Pledge(s). The Borrower may freely operate and make withdrawals from the Earnings Accounts until the occurrence of an Event of Default which is continuing. 22.20 Taxation The Obligors shall pay and discharge all Taxes imposed upon it or its assets within the time period allowed without incurring penalties unless and only to the extent that such payment is being contested in good faith or can be lawfully withheld. 22.21 Sanctions a) Each Obligor, and the Obligors shall ensure that their directors, officers and employees, agents and representatives shall comply in all respects with Sanctions. b) No Obligor shall, and the Obligors shall ensure that none of their directors, officers or employees will, take any action or make any omission that results, or is reasonably likely to result, in it or any Finance Party becoming a Restricted Party. c) No Obligor shall use any revenue or benefit derived from any activity or dealing with a Restricted Party in discharging any obligation due or owing to the Finance Parties; d) Each Obligor shall procure that no proceeds from any activity or dealing with a Restricted Party are credited to any bank account held with any Finance Party in its name; e) Each Obligor shall to the extent permitted by law promptly upon becoming aware of them supply to the Agent details of any claim, action, suit, proceedings or investigation against it with respect to Sanctions by any Sanctions Authority, and provide information on what steps are being taken with regards to answer or oppose such; f) No Obligor shall permit or authorise any other person to, directly or indirectly use the proceeds of a Loan, or lend, make payments of or contribute or otherwise make available all or any part of such proceeds (i) to or for the benefit of any Restricted Party or (ii) in any other manner that would result in a violation of Sanctions by any person (including any person participating in a Loan hereunder, whether as a Finance Party or otherwise) or any such person becoming a Restricted Party. 22.22 EU Bail-In In the event that any Finance Document will be governed by the laws of a non-EEA Member Country, then to the extent the Agent determines it is necessary such Finance Document shall either prior to its entry, or if already in force be amended to, contain the current form of EU bail-in provisions recommended by the Loan Market Association. 23 VESSEL COVENANTS The undertakings set out in this Clause 23 shall remain in force from the date of this Agreement and throughout the Security Period. 23.1 Insurance a) The Borrower shall maintain or ensure that the Vessel is insured against such risks, including but not limited to, Hull and Machinery, Protection & Indemnity (including

10127241/1 64 maximum cover for pollution liability with a club within the International Group of P&I Clubs), Hull Interest and/or Freight Interest and War Risk (including acts of terrorism, hijacking, confiscation and piracy) insurances, in such amounts, on such terms and with such brokers, clubs and/or insurers as the Agent (acting on the instruction of the Majority Lenders) from time to time shall approve (such approval not to be unreasonably withheld). b) The insurance value (to be on agreed value basis) for Hull and Machinery combined with Hull Interest and/or Freight Interest, and for War Risk, shall for the Vessel cover the higher of (i) the Market Value of the Vessel, and (ii) to one hundred and twenty per cent (120.00%) of the amount equal to (A) the Loan under the Term Loan Facility, plus (B) the Commitments under the Revolving Facility. c) The insured value for the Hull and Machinery insurance shall cover at least eighty per cent (80.00%) of the Market Value of the Vessel. The remaining cover may be taken out as Hull Interest and/or Freight Interest. d) Each Obligor shall procure that the Security Agent (on behalf of the Finance Parties) is noted as first priority mortgagee in the insurance contracts, together with the confirmation from the underwriters to the Agent thereof that the notice of assignment with regards to the Insurances and the loss payable clauses are noted in the insurance contracts and that standard letters of undertaking are executed by the insurers and/or brokers (as applicable). e) Not later than fourteen (14) days prior to the expiry date of the relevant Insurances the Borrower shall procure the delivery to the Agent of a certificate from the insurance broker(s) through whom the Insurances referred to in paragraph a) above have been renewed and taken out in respect of the Vessel with insurance values as required by paragraph b) above, that such Insurances are in full force and effect and that the Security Agent (on behalf of the Finance Parties) have been noted by the relevant insurers. f) The Borrower shall, at the request of the Agent (if requested by a Lender), for the account of the Borrower, take out a Mortgagee's Interest Insurance ("MII") and/or a Mortgagee's Interest – Additional Perils Pollution Insurance ("MAPI") covering up to one hundred and twenty per cent (120.00%) of the Total Commitments. g) If any of the Insurances referred to in paragraph a) form part of a fleet cover, the Borrower shall procure that the insurers and/or brokers (as applicable) shall undertake to the Agent that they shall neither set-off against any claims in respect of the Vessel any premiums due in respect of other vessels under such fleet cover or any premiums due for other insurances, nor cancel this Insurance for reason of non-payment of premiums for other vessels under such fleet cover or of premiums for such other insurances, and shall undertake to issue a separate policy in respect of the Vessel if and when so requested by the Agent. h) The Borrower shall procure that any person named as assured or co-assured in any insurance policy assigns such insurances to the Security Agent or provides other satisfactory undertakings as the Security Agent may require. Further, the Borrower shall procure that the Security Agent shall have the right to appoint an insured party. i) The Borrower shall procure that the Vessel always are employed in conformity with the terms of the instruments of Insurances (including any warranties expressed or implied

10127241/1 65 therein) and comply with such requirements as to extra premium or otherwise as the insurers may prescribe. j) No Obligor will make any change to the Insurances described under paragraphs a) and b) above without the prior written consent of the Agent (on behalf of the Lenders). k) The Agent will obtain an Insurance Report from an independent insurance consultant for the account of the Borrower prior to any utilisation of the Facilities, and, if the Agent (acting on the instructions of the Majority Lenders) so requires, on an annual basis thereafter from the same insurance consultant used prior to the utilisation of the Facilities. l) The Borrower will supply to the Agent from time to time on request such information as the Agent may in its discretion require with regard to the Insurances and the brokers, underwriters, associations or clubs through or with which the Insurances are placed. m) Each Obligor shall promptly take any steps required, or provide any and all assistance requested by the Agent, to ensure prompt collection of any claims under the Insurances. 23.2 Loss Payable Claims related to the Insurances in respect of an actual or constructive or agreed or arranged or compromised Total Loss or requisition for title or other compulsory acquisition of the Vessel and claims payable in respect of a major casualty, that is to say any claim (or the aggregate of which) in excess of USD 3,000,000 shall be payable to the Security Agent. Subject thereto all other claims, unless and until the insurers have received notice from the Security Agent of an event of default which is continuing and unremedied under the Agreement in which event all claims shall be payable directly to the Security Agent up to the Finance Parties' mortgage interest, shall be released directly for the repair, salvage or other charges involved or to the Borrower as reimbursement if it has fully repaired the damage and paid all of the salvage or other charges or otherwise in respect of Borrower's actual costs in connection with repair, salvage and/or other charges. 23.3 Classification and repairs The Obligors shall keep the Vessel in a good, safe and efficient condition consistent with first class ownership and management practice and in particular: a) so as to maintain the highest classification required for the relevant trade with an Approved Classification Society, free of overdue recommendations and conditions; and b) so as to comply with the laws and regulations (statutory or otherwise) applicable to vessels registered under the flag state of the Vessel or to vessels trading to any jurisdiction to which the Vessel may trade from time to time. 23.4 Restrictions on chartering, appointment of managers etc. a) The Borrower shall not without the prior written consent of the Agent (on behalf of the Majority Lenders): (i) let the Vessel on bareboat charter for any period other than to another member of the Group (subject to satisfactory Security Interest in favour of the Agent (on behalf of the Finance Parties) with respect to such member of the Group's earnings and charterparty in respect of the Vessel); (ii) charter in or hire any vessel or tonnage;

10127241/1 66 (iii) appoint a Manager other than any Approved Manager; or (iv) change the class certification of the Vessel. b) The Borrower shall inform the Agent of any change of management of the Vessel to another Approved Manager, or change of classification society to another Approved Classification Society. 23.5 Notification of certain events The Borrower shall immediately notify the Agent of: a) any accident to the Vessel involving repairs where the costs will or is likely to exceed USD 3,000,000 (or the equivalent in any other currency); b) any requirement or recommendation made by any insurer or classification society or by any competent authority which is not, or cannot be, immediately complied with; c) any exercise or purported exercise of any lien on the Vessel, the Earnings or the Insurances; d) any occurrence as a result of which the Vessel has become or is, by the passing of time or otherwise, likely to become a Total Loss; and e) any claim for a material breach of the ISM Code or the ISPS Code being made against the Borrower, a Manager or otherwise in connection with the Vessel. 23.6 Operation of the Vessel a) The Borrower shall comply, or procure the compliance by any manager, in all material respects with the ISM Code, the ISPS Code, Marpol, all Environmental Laws and all other laws or regulations applicable to the Vessel, their ownership, operation and management or to the business of the Borrower and shall not employ the Vessel nor allow its employment: (i) in any manner contrary to law or regulation in any relevant jurisdiction including but not limited to the ISM Code; (ii) in U.S. waters contrary to COFR regulations, always ensuring as required that a Certificate of Financial Responsibility is maintained for such purpose; and (iii) in the event of hostilities in any part of the world (whether war is declared or not), in any zone which is declared a war zone by any government or by the war risk insurers of the Vessel unless the Borrower has (at its expense) effected any special, additional or modified insurance cover which shall be necessary or customary for first class shipowners trading vessels within the territorial waters of such country at such time and has provided evidence of such cover to the Agent. b) Without limitation to the generality of this Clause 23.6, the Borrower shall comply or procure compliance, with, as applicable, all requirements of the International Convention for the Safety of Life at Sea (SOLAS) 1974 as adopted, amended or replaced from time to time including, but not limited to, the STCW 95, the ISM Code or the ISPS Code.

10127241/1 67 23.7 Inspections and class records a) The Borrower shall upon the request of the Agent permit, and shall procure that any managers and charterers permit, one person appointed by the Agent to inspect the Vessel, limited to one time per twelve (12) months, at the cost of the Borrower. If the request is made following an Event of Default which is continuing, there shall be no limitation on the number of inspections per year. Unless there is an Event of Default, any inspection shall not interfere with the normal operation and trading of the Vessel. b) The Borrower shall instruct the classification society to send to the Agent, following a written request from the Agent, copies of all class records held by the classification society in relation to the Vessel. 23.8 Surveys The Borrower shall submit to or cause the Vessel to be submitted to such periodic or other surveys as may be required for classification purposes and to ensure full compliance with regulations of the flag state of the Vessel and to supply or to cause to be supplied to the Agent copies of all survey reports and confirmations of class issued in respect thereof whenever such is required by the Agent, however limited to once a year. 23.9 Arrest The Borrower shall or shall procure that the charterers (if any) shall, promptly pay and discharge: a) all liabilities which give or may give rise to maritime or possessory liens on or claims enforceable against the Vessel, the Earnings or the Insurances; b) all tolls, taxes, dues, fines, penalties and other amounts charged in respect of the Vessel, the Earnings or the Insurances; and c) all other outgoings whatsoever in respect of the Vessel, the Earnings and the Insurances. 23.10 Total Loss In the event that the Vessel shall suffer a Total Loss, the Borrower shall, within a period of ninety (90) days after the Total Loss Date, obtain and present to the Agent, a written confirmation from the relevant insurers that the claim relating to the Total Loss has been accepted in full, and the insurance proceeds shall be applied in prepayment of the relevant Loan in accordance with Clause 7.1 (Mandatory prepayment – Total Loss or sale). 23.11 Dismantling a) The Borrower shall procure that the within eight (8) weeks of the Delivery Date the Vessel, it has obtained a Green Passport in respect of the Vessel, which shall be maintained and available throughout the lifespan of the Vessel. b) Each Obligor shall ensure that the Vessel or other vessels controlled by it or another member of the Group being scrapped, or sold to an intermediary with the intention of being scrapped, is recycled at a recycling yard which conducts its recycling business in a socially and environmentally responsible manner, in accordance with the provisions of The Hong Kong International Convention for the Safe and Environmentally Sound Recycling of Ships, 2009 or EU Ship Recycling Regulation of 20 November, 2013. 23.12 Flag, name and registry a) The Vessel shall at all times be registered with an Approved Ship Registry.

10127241/1 68 b) The Borrower shall not, without the prior written consent of the Agent (on behalf of the Lenders), change the flag, name or registry of the Vessel. Subject to substitution of the Mortgage, and closing arrangements satisfactory to the Agent, the Lenders may not refuse the Borrower's request to change the registry of the Vessel from one Approved Ship Registry to another Approved Ship Registry, unless a Default has occurred. 23.13 Poseidon Principles The Borrower shall, upon the request of any Lender and at the cost of the Borrower, on or before 31st July in each calendar year, supply or procure the supply to Agent (on behalf of the Finance Parties) of all information necessary in order for any Lender to comply with its obligations under the Poseidon Principles in respect of the preceding year, including, without limitation, all ship fuel oil consumption data required to be collected and reported in accordance with Regulation 22A of Annex VI and any Statement of Compliance, in each case relating to the Vessel for the preceding calendar year provided always that no Lender shall publicly disclose such information with the identity of the Vessel without the prior written consent of the Borrower but the Borrower acknowledges that, in accordance with the Poseidon Principles, such information will form part of the information published regarding the relevant Lender’s portfolio climate alignment. 24 EVENTS OF DEFAULT Each of the events or circumstances set out in this Clause 24 is an Event of Default (save for Clause 24.17 (Acceleration)). 24.1 Non-payment Any Obligor does not pay on the due date any amount payable pursuant to a Finance Document at the place and in the currency in which it is expressed to be payable unless: a) its failure to pay is caused by administrative or technical error affecting the transfer of funds despite timely payment instructions by the Obligor; and b) payment is made within three (3) Business Days of its due date. 24.2 Financial covenants, Sanctions, Insurances and Classification Any requirement in Clauses 21 (Financial covenants), 22.21 (Sanctions), 23.1 a) to d) (Insurance) or 23.3a) (Classification and repair) is not satisfied. 24.3 Other obligations a) An Obligor does not comply with any provision of the Finance Documents (other than those referred to in Clause 24.1 (Non-payment) and Clause 24.2 (Financial covenants, Sanctions, Insurances and Classification)). b) No Event of Default under paragraph a) above will occur if the failure to comply is capable of remedy and is remedied within ten (10) Business Days of the earlier of (i) the Agent giving notice to the Borrower and (ii) any Obligor becoming aware of the failure to comply. 24.4 Misrepresentations Any representation or statement made or deemed to be made by an Obligor in the Finance Documents or any other document delivered by or on behalf of an Obligor under or in connection with any of the Finance Documents is or proves to have been incorrect or misleading in any material respect when made or deemed to be made.

10127241/1 69 24.5 Cross default a) Any Financial Indebtedness of any Obligor is not paid when due nor within any originally applicable grace period. b) Any Financial Indebtedness of any Obligor is declared to be or otherwise becomes due and payable prior to its specified maturity as a result of an event of default (however described). c) Any commitment for any Financial Indebtedness of any Obligor is cancelled or suspended by a creditor of any Obligor as a result of an event of default (however described). d) Any creditor of any Obligor becomes entitled to declare any Financial Indebtedness of any Obligor due and payable prior to its specified maturity as a result of an event of default (however described). e) No Event of Default will occur under this Clause 24.5 if the aggregate amount of the Financial Indebtedness or commitment for Financial Indebtedness falling within paragraph a) to d) above is less than USD 8,000,000 (or its equivalent in any other currency or currencies). 24.6 Insolvency a) An Obligor is unable or admits inability to pay its debts as they fall due, suspends making payments on any of its debts or, by reason of actual or anticipated financial difficulties, commences negotiations with one or more of its creditors with a view to rescheduling any of its indebtedness. b) The value of the assets of an Obligor is less than its liabilities (taking into account contingent and prospective liabilities). 24.7 Insolvency proceedings Any corporate action, legal proceedings or other procedure or step is taken in relation to: a) the suspension of payments, a moratorium of any indebtedness, winding-up, cessation of business, dissolution, administration, judicial management or reorganisation (by way of voluntary arrangement, scheme or arrangement or otherwise) of an Obligor; b) a composition, compromise, assignment or arrangement with any creditor of an Obligor; c) the appointment of a liquidator, receiver, administrative receiver, administrator, judicial manager or other similar officer in respect of an Obligor; or d) enforcement of any Security Interest over any assets of an Obligor (excluding enforcement of any share pledge over shares owned by a Guarantor in special purpose vessel owning entities (excluding any Obligor) within the Group). 24.8 Creditor's process Any expropriation, attachment, sequestration, distress or execution affects any asset or assets of an Obligor (excluding shares owned by a Guarantor in special purpose vessel owning entities (excluding any Obligor) within the Group) and is not discharged within thirty (30) days after the Obligor has become aware of it.

10127241/1 70 24.9 Arrest If an arrest or detention is taken or levied against the Vessel and is not discharged within twenty (20) days (or such longer period as approved in writing by the Lenders) after an Obligor becomes aware of the same. 24.10 Cessation of business Any of the Obligors suspends or ceases to carry on (or threatens to suspend or cease to carry on) all or a substantial part of its business, or otherwise substantially changes the general nature of its business. 24.11 Unlawfulness It is or becomes impossible or unlawful for an Obligor to perform any of its obligations under the Finance Documents. 24.12 Repudiation Any Obligor repudiates a Finance Document or evidences an intention to repudiate a Finance Document. 24.13 Security Documents Any of the Security Documents for any reason whatsoever becomes invalid, ineffective, illegal or for any other reason ceases to continue in full force and effect. 24.14 Material adverse change Any event or series of events occur which, in the opinion of the Agent (on behalf of the Lenders), might have a Material Adverse Effect. 24.15 Permits Any licence, authorization, consent, permission or approval required in order to enforce, complete or perform any of the Finance Documents is revoked, terminated or modified having a Material Adverse Effect on an Obligor. 24.16 Litigation There is current, pending or threatened any claims, litigation, arbitration or administrative proceedings against an Obligor which might, if adversely determined, have a Material Adverse Effect on that Obligor. 24.17 Acceleration Upon the occurrence of an Event of Default, the Agent may, and shall if so directed by the Majority Lenders, by written notice to the Borrower: a) cancel the Total Commitments whereupon they shall immediately be cancelled; b) declare that all or part of the Loans together with accrued interest, and all other amounts accrued or outstanding under the Finance Documents (other than the Hedging Agreements), be either immediately due and payable and/or payable upon demand, whereupon they shall become either immediately due and payable or payable on demand; and/or c) instruct the Security Agent to start enforcement in respect of the Security Interests established by the Security Documents; and/or

10127241/1 71 d) take any other action, with or without notice to the Borrower, exercise any other right or pursue any other remedy conferred upon the Agent, the Security Agent or the Finance Parties by any of the Finance Documents (other than the Hedging Agreements) or by any applicable law or regulation or otherwise as a consequence of such Event of Default; and/or e) exercise or direct the Security Agent to exercise any or all of its rights, remedies, powers or discretions under the Finance Documents (other than the Hedging Agreements).

10127241/1 72 SECTION 9 CHANGES TO PARTIES 25 CHANGES TO THE PARTIES 25.1 No assignment by the Obligors The Obligors may not assign or transfer or have assumed any part of, or any interest in, its rights and/or obligations under the Finance Documents. 25.2 Assignments and transfers by the Lenders A Lender (the "Existing Lender") may at any time assign, transfer or have assumed its rights or obligations under the Finance Documents (a "Transfer") to another bank or financial institution (the "New Lender"). The consent of the Obligors will be required (such consent not to be unreasonably withheld or delayed), unless (i) an Event of Default has occurred and is continuing, or (ii) in case of Transfer to another Lender, or an Affiliate of the Existing Lender or another Lender. The Obligors will be deemed to have given its consent if no express refusal is received within five (5) Business Days. Unless the Agent otherwise agrees, and excluding an assignment or transfer to an Affiliate of a Lender, the New Lender shall, on the date upon which an assignment or transfer takes effect, pay to the Agent (for its own account) a fee of USD 3,500. 25.3 Limitations of responsibility of Existing Lenders a) Unless expressly agreed to the contrary, an Existing Lender makes no representation or warranty and assumes no responsibility to the New Lender for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (ii) the financial condition of an Obligor; (iii) the performance and observance by the Obligors of its obligations under the Finance Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with the Finance Documents or any other document. b) Each New Lender confirms to the Existing Lender and the other Finance Parties that it: (i) has made (and will continue to make) its own independent investigation and assessment of the financial condition and affairs of the Obligors and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Lender in connection with any Finance Document; and (ii) will continue to make its own independent appraisal of the creditworthiness of the Obligors and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. c) Nothing in any Finance Document obliges an Existing Lender to:

10127241/1 73 (i) accept a re-transfer from a New Lender of any of the rights and obligations assigned or transferred under this Clause 25; or (ii) support any losses directly or indirectly incurred by the New Lender by reason of the non- performance by any Obligor of its obligations under the Finance Documents or otherwise. 25.4 Procedure for transfer Any Transfer shall be effected as follows: a) the Existing Lender must notify the Agent of its intention to Transfer all or part of its rights and obligations by delivering a duly completed Transfer Certificate to the Agent duly executed by the Existing Lender and the New Lender; b) subject to Clause 25.2 (Assignments and transfers by the Lenders), the Agent shall as soon as reasonable possible after receipt of a Transfer Certificate execute the Transfer Certificate and deliver a copy of the same to each of the Existing Lender and the New Lender; and c) subject to Clause 25.2 (Assignments and transfers by the Lenders), the Transfer shall become effective on the Transfer Date. 25.5 Effects of the Transfer On the Transfer Date: a) to the extent that in the Transfer Certificate the Existing Lender seeks to transfer its rights and obligations under the Finance Documents, each of the Obligors and the Existing Lender shall be released from further obligations to one another under the Finance Documents and their respective rights against one another under the Finance Documents shall be cancelled (the "Discharged Rights and Obligations"); b) each of the Obligors and the New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as that Obligor and the New Lender have assumed and/or acquired the same in place of that Obligor and the Existing Lender; c) the Agent, the Arrangers, the New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had the New Lender been an original Lender hereunder with the rights and/or obligations acquired or assumed by it as a result of the Transfer and to that extent the Agent, the Arrangers and the Existing Lender shall each be released from further obligations to each other under the Finance Documents; and d) the New Lender shall become a Party as a "Lender". 25.6 Further assurances The Borrower undertake to procure that in relation to any Transfer, the Borrower shall (at its own cost) at the request of the Agent execute such documents as may in the discretion of the Agent be necessary to ensure that the New Lender attains the benefit of the Finance Documents. 25.7 Disclosure of information Any Lender may disclose:

10127241/1 74 a) to any of its Affiliates and a potential assignee; b) to whom that Lender enters into (or may potentially enter into) any sub-participation in relation to, or any other transaction under which payments are to be made by reference to, this Agreement or the Borrower; and c) to whom, to the extent that, information is required to be discloses by any applicable law, such information about the Borrower and the Finance Documents as that Lender shall consider appropriate. 25.8 Security over Lenders' rights In addition to the other rights provided to Lenders under this Clause 25, each Lender may without consulting with or obtaining consent from the Obligors, at any time charge, assign or otherwise create Security Interest in or over (whether by way of collateral or otherwise) all or any of its rights under any Finance Document to secure obligations of that Lender including, without limitation: a) any charge, assignment or other Security Interest to secure obligations to a federal reserve or central bank; and b) in the case of any Lender which is a fund, any charge, assignment or other Security Interest granted to any holders (or trustee or representatives of holders) of obligations owed, or securities issued, by that Lender as security for those obligations or securities, except that no such charge, assignment or Security Interest shall: (i) release a Lender from any of its obligations under the Finance Documents or substitute the beneficiary of the relevant charge, assignment or Security Interest for the Lender as a party to any of the Finance Documents; or (ii) require any payments to be made by an Obligor other than or in excess of, or grant to any person any more extensive rights than, those required to be made or granted to the relevant Lender under the Finance Documents.

10127241/1 75 SECTION 10 THE FINANCE PARTIES 26 ROLE OF THE AGENT, THE SECURITY AGENT AND THE ARRANGER 26.1 Appointment of the Agent and the Security Agent a) Each other Finance Party appoints the Agent to act as its facility agent under and in connection with the Finance Documents. b) Each other Finance Party appoints the Security Agent to act as its security agent under and in connection with the Finance Documents. c) Each other Finance Party authorises the Agent and the Security Agent to perform the duties, obligations and responsibilities and to exercise the rights, powers, authorities and discretions specifically given to the Agent and the Security Agent, respectively, under or in connection with the Finance Documents together with any other incidental rights, powers, authorities and discretions. d) Each other Finance Party authorises the Agent and the Security Agent, as applicable, to execute and enforce each Finance Document to be executed and/or enforced by the Agent or the Security Agent, as the case may be, on its behalf in the manner contemplated by the Finance Documents. e) The Finance Parties shall not have any independent power to enforce, or have recourse to, any of the Security or to exercise any right, power, authority or discretion arising under the Security Documents except through the Agent. 26.2 Instructions a) The Agent and the Security Agent shall: (i) unless a contrary indication appears in a Finance Document, exercise or refrain from exercising any right, power, authority or discretion vested in it as Agent or Security Agent, as the case may be, in accordance with any instructions given to it by: (A) all Lenders if the relevant Finance Document (other than the Hedging Agreements) stipulates the matter is an all Lender decision; and (B) in all other cases, the Majority Lenders; and (ii) not be liable for any act (or omission) if it acts (or refrains from acting) in accordance with paragraph (i) above. b) The Agent and the Security Agent shall be entitled to request instructions, or clarification of any instruction, from the Majority Lenders (or, if the relevant Finance Document stipulates the matter is a decision for any other Lender or group of Lenders, from that Lender or group of Lenders) as to whether, and in what manner, it should exercise or refrain from exercising any right, power, authority or discretion. The Agent and the Security Agent may refrain from acting unless and until it receives any such instructions or clarification that it has requested.

10127241/1 76 c) Save in the case of decisions stipulated to be a matter for any other Lender or group of Lenders under the relevant Finance Document and unless a contrary indication appears in a Finance Document, any instructions given to the Agent or the Security Agent by the Majority Lenders shall override any conflicting instructions given by any other Parties and will be binding on all Finance Parties. d) The Agent and the Security Agent may refrain from acting in accordance with any instructions of any Lender or group of Lenders until it has received any indemnification and/or security that it may in its discretion require (which may be greater in extent than that contained in the Finance Documents and which may include payment in advance) for any cost, loss or liability which it may incur in complying with those instructions. e) In the absence of instructions, the Agent and the Security Agent may act (or refrain from acting) as it considers to be in the best interest of the Lenders. f) The Agent and the Security Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender's consent) in any legal or arbitration proceedings relating to any Finance Document. 26.3 Duties of the Agent and the Security Agent a) The Agent and the Security Agent's duties under the Finance Documents are solely mechanical and administrative in nature. b) Subject to paragraph c) below, the Agent shall promptly forward to a Party the original or a copy of any document which is delivered to the Agent for that Party by any other Party. c) Except where a Finance Document specifically provides otherwise, the Agent is not obliged to review or check the adequacy, accuracy or completeness of any document it forwards to another Party. d) If the Agent receives notice from a Party referring to this Agreement, describing a Default and stating that the circumstance described is a Default, it shall promptly notify the other Finance Parties. e) If the Agent is aware of the non-payment of any principal, interest, commitment fee or other fee payable to a Finance Party (other than the Agent or the Arranger) under this Agreement, it shall promptly notify the other Finance Parties. f) The Agent shall have only those duties, obligations and responsibilities expressly specified in the Finance Documents to which it is expressed to be a party (and no others shall be implied). 26.4 Role of the Arranger Except as specifically provided in the Finance Documents, the Arranger has no obligations of any kind to any other Party under or in connection with any Finance Document. 26.5 Role of the Security Agent a) The Security Agent shall not be (except as expressly provided in any Finance Document) a trustee of any Finance Party under or in connection with any Finance Document. b) The Security Agent shall hold the benefit of the Security Documents for itself and as agent on behalf of the other Finance Parties and will apply all payments and other benefits

10127241/1 77 received by it under the Security Documents in accordance with the provisions of this Agreement. 26.6 No fiduciary duties a) Nothing in any Finance Document constitutes the Agent, the Security Agent (except as expressly provided in any Finance Document) or the Arranger as a trustee or fiduciary of any other person. b) None of the Agent, the Security Agent nor the Arranger shall be bound to account to any Lender for any sum or the profit element of any sum received by it for its own account. 26.7 Rights and discretions a) The Agent and the Security Agent may: (i) rely on any representation, communication, notice or document believed by it to be genuine, correct and appropriately authorised; (ii) assume that: (A) any instructions received by it from the Majority Lenders, any Lenders or any group of Lenders are duly given in accordance with the terms of the Finance Documents; and (B) unless it has received notice of revocation, that those instructions have not been revoked; and (iii) rely on a certificate from any person: (A) as to any matter of fact or circumstance which might reasonably be expected to be within the knowledge of that person; or (B) to the effect that such person approves of any particular dealing, transaction, step, action or thing, as sufficient evidence that that is the case and, in the case of paragraph (A) above, may assume the truth and accuracy of that certificate. b) The Agent and the Security Agent may assume (unless it has received notice to the contrary in its capacity as agent for the Lenders) that: (i) no Default has occurred (unless it has actual knowledge of a Default arising under Clause 24.1 (Non-payment)); (ii) any right, power, authority or discretion vested in any Party or any group of Lenders has not been exercised; and (iii) any notice or request made by the Borrower (other than a Drawdown Notice or Selection Notice) is made on behalf of and with the consent and knowledge of all the Obligors. c) The Agent may engage and pay for the advice or services of any lawyers, accountants, tax advisers, surveyors or other professional advisers or experts.

10127241/1 78 d) Without prejudice to the generality of paragraph c) above or paragraph e) below, the Agent may at any time engage and pay for the services of any lawyers to act as independent counsel to the Agent (and so separate from any lawyers instructed by the Lenders) if the Agent in its reasonable opinion deems this to be necessary. e) The Agent may rely on the advice or services of any lawyers, accountants, tax advisers, surveyors or other professional advisers or experts (whether obtained by the Agent or by any other Party) and shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever arising as a result of its so relying. f) The Agent and the Security Agent may act in relation to the Finance Documents through its officers, employees and agents. g) Unless a Finance Document expressly provides otherwise the Agent may disclose to any other Party any information it reasonably believes it has received as agent under this Agreement. h) Notwithstanding any other provision of any Finance Document to the contrary, neither the Agent nor the Arranger is obliged to do or omit to do anything if it would, or might in its reasonable opinion, constitute a breach of any law or regulation or a breach of a fiduciary duty or duty of confidentiality. i) Notwithstanding any provision of any Finance Document to the contrary, the Agent and the Security Agent is not obliged to expend or risk its own funds or otherwise incur any financial liability in the performance of its duties, obligations or responsibilities or the exercise of any right, power, authority or discretion if it has grounds for believing the repayment of such funds or adequate indemnity against, or security for, such risk or liability is not reasonably assured to it 26.8 Responsibility for documentation Neither the Agent, the Security Agent nor the Arranger is responsible or liable for: a) the adequacy, accuracy or completeness of any information (whether oral or written) supplied by the Agent, the Arranger, the Obligors or any other person in or in connection with any Finance Document or the transactions contemplated in the Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document; b) the legality, validity, effectiveness, adequacy or enforceability of any Finance Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document; or c) any determination as to whether any information provided or to be provided to any Finance Party is non-public information the use of which may be regulated or prohibited by applicable law or regulation relating to insider dealing or otherwise. 26.9 No duty to monitor The Agent shall not be bound to enquire: a) whether or not any Default has occurred;

10127241/1 79 b) as to the performance, default or any breach by any Party of its obligations under any Finance Document; or c) whether any other event specified in any Finance Document has occurred 26.10 Exclusion of liability a) Without limiting paragraph b) below (and without prejudice to any other provision of any Finance Document excluding or limiting the liability of the Agent and the Security Agent), the Agent and the Security Agent will not be liable for: (i) any damages, costs or losses to any person, any diminution in value, or any liability whatsoever arising as a result of taking or not taking any action under or in connection with any Finance Document, unless directly caused by its gross negligence or wilful misconduct; (ii) exercising, or not exercising, any right, power, authority or discretion given to it by, or in connection with, any Finance Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with, any Finance Document, other than by reason of its gross negligence or wilful misconduct; or (iii) without prejudice to the generality of paragraphs (i) and (ii) above, any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation, for negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent or the Security Agent) arising as a result of: (A) any act, event or circumstance not reasonably within its control; or (B) the general risks of investment in, or the holding of assets in, any jurisdiction, including (in each case and without limitation) such damages, costs, losses, diminution in value or liability arising as a result of: nationalisation, expropriation or other governmental actions; any regulation, currency restriction, devaluation or fluctuation; market conditions affecting the execution or settlement of transactions or the value of assets (including any Disruption Event); breakdown, failure or malfunction of any third party transport, telecommunications, computer services or systems; natural disasters or acts of God; war, terrorism, insurrection or revolution; or strikes or industrial action. b) No Party (other than the Agent) may take any proceedings against any officer, employee or agent of the Agent in respect of any claim it might have against the Agent or in respect of any act or omission of any kind by that officer, employee or agent in relation to any Finance Document and any officer, employee or agent of the Agent may rely on this Clause. c) Neither the Agent nor the Security Agent will not be liable for any delay (or any related consequences) in crediting an account with an amount required under the Finance Documents to be paid by it if it has taken all necessary steps as soon as reasonably practicable to comply with the regulations or operating procedures of any recognised clearing or settlement system used by it for that purpose.

10127241/1 80 d) Nothing in this Agreement shall oblige the Agent, the Security Agent or the Arranger to carry out: (i) any "know your customer" or other checks in relation to any person; or (ii) any check on the extent to which any transaction contemplated by this Agreement might be unlawful for any Lender, on behalf of any Lender and each Lender confirms to the Agent, the Security Agent and the Arranger that it is solely responsible for any such checks it is required to carry out and that it may not rely on any statement in relation to such checks made by the Agent, the Security Agent or the Arranger. e) Without prejudice to any provision of any Finance Document excluding or limiting the Agent's liability, any liability of the Agent or the Security Agent arising under or in connection with any Finance Document shall be limited to the amount of actual loss which has been suffered (as determined by reference to the date of default of the Agent and the Security Agent or, if later, the date on which the loss arises as a result of such default) but without reference to any special conditions or circumstances known to the Agent and the Security Agent at any time which increase the amount of that loss. In no event shall the Agent be liable for any loss of profits, goodwill, reputation, business opportunity or anticipated saving, or for special, punitive, indirect or consequential damages, whether or not the Agent has been advised of the possibility of such loss or damages. 26.11 Lenders' indemnity to the Agent and Finance Parties' indemnity to the Security Agent a) Each Lender shall (in proportion to its share of the Total Commitments or, if the Total Commitments are then zero, to its share of the Total Commitments immediately prior to their reduction to zero) indemnify the Agent, within three Business Days of demand, against any cost, loss or liability (including, without limitation, for negligence or any other category of liability whatsoever) incurred by the Agent (otherwise than by reason of the Agent's gross negligence or wilful misconduct, in acting as Agent under the Finance Documents (unless the Agent has been reimbursed by the Obligors pursuant to a Finance Document). b) Each other Finance Party shall (in proportion to its share of all amounts outstanding and/or available for drawing under the Finance Documents) indemnify the Security Agent, within three (3) Business Days of demand, against any cost, loss or liability incurred by the Security Agent (otherwise than by reason of the Security Agent's gross negligence or wilful misconduct) in acting as Security Agent under the Finance Documents (unless it has been reimbursed by the Obligors pursuant to a Finance Document). 26.12 Resignation of the Agent or the Security Agent a) The Agent or the Security Agent may resign and appoint one of its Affiliates as successor by giving notice to the Lenders and the Borrower. b) Alternatively, the Agent or the Security Agent may resign by giving thirty (30) days' notice to the Lenders and the Borrower, in which case the Majority Lenders (after consultation with the Borrower) may appoint a successor Agent, or as the case may be, a successor Security Agent.

10127241/1 81 c) If the Majority Lenders have not appointed a successor Agent or as the case may be, a successor Security Agent in accordance with paragraph b) above within twenty (20) days after notice of resignation was given, the retiring Agent or Security Agent (after consultation with the Borrower) may appoint a successor Agent or as the case may be, a successor Security Agent. d) The retiring Agent shall, or, as the case may be, the Security Agent make available to the successor Agent, or, as the case may be, the successor Security Agent such documents and records and provide such assistance as the successor Agent or, as the case may be, the successor Security Agent may reasonably request for the purposes of performing its functions under the Finance Documents. The Borrower shall, within three Business Days of demand, reimburse the retiring Agent for the amount of all costs and expenses (including legal fees) properly incurred by it in making available such documents and records and providing such assistance. e) The Agent's, or, as the case may be, the Security Agent's, resignation notice shall only take effect upon the appointment of a successor. f) Upon the appointment of a successor, the retiring Agent or Security Agent shall be discharged from any further obligation in respect of the Finance Documents (other than its obligations under paragraph e) above) but shall remain entitled to the benefit of Clause 14.4 (Indemnity to the Agent), Clause 14.5 (Indemnity to the Security Agent) and this Clause 26 (and any agency fees for the account of the retiring Agent shall cease to accrue from (and shall be payable on) that date). Any successor and each of the other Parties shall have the same rights and obligations amongst themselves as they would have had if such successor had been an original Party. g) After consultation with the Borrower, the Majority Lenders may, by notice to the Agent, require it to resign in accordance with paragraph b) above. In this event, the Agent shall resign in accordance with paragraph b) above. h) The Agent shall resign in accordance with paragraph b) above (and, to the extent applicable, shall use reasonable endeavours to appoint a successor Agent pursuant to paragraph c) above) if on or after the date which is three (3) months before the earliest FATCA Application Date relating to any payment to the Agent under the Finance Documents, either: (i) the Agent fails to respond to a request under Clause 12.7 (FATCA Information) and the Borrower or a Lender reasonably believes that the Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; (ii) the information supplied by the Agent pursuant to Clause 12.7 (FATCA Information) indicates that the Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; or (iii) the Agent notifies the Borrower and the Lenders that the Agent will not be (or will have ceased to be) a FATCA Exempt Party on or after that FATCA Application Date; and (in each case) the Borrower or a Lender reasonably believes that a Party will be required to make a FATCA Deduction that would not be required if the Agent were a FATCA Exempt Party, and the Borrower or that Lender, by notice to the Agent, requires it to resign.

10127241/1 82 26.13 Confidentiality a) In acting as agent for the Finance Parties, the Agent shall be regarded as acting through its agency division which shall be treated as a separate entity from any other of its divisions or departments. b) If information is received by another division or department of the Agent, it may be treated as confidential to that division or department and the Agent shall not be deemed to have notice of it. 26.14 Relationship with the Lenders a) The Agent may treat the person shown in its records as Lender at the opening of business (in the place of the Agent's principal office as notified to the Finance Parties from time to time) as the Lender: (i) entitled to or liable for any payment due under any Finance Document on that day; and (ii) entitled to receive and act upon any notice, request, document or communication or make any decision or determination under any Finance Document made or delivered on that day, unless it has received not less than five (5) Business Days' prior notice from that Lender to the contrary in accordance with the terms of this Agreement. b) Any Lender may by notice to the Agent appoint a person to receive on its behalf all notices, communications, information and documents to be made or despatched to that Lender under the Finance Documents. Such notice shall contain the address and e-mail address and/or any other information required to enable the transmission of information by that means (and, in each case, the department or officer, if any, for whose attention communication is to be made) and be treated as a notification of a substitute address, e- mail address (or such other information), department and officer by that Lender for the purposes of Clause 31.2 (Addresses) and the Agent shall be entitled to treat such person as the person entitled to receive all such notices, communications, information and documents as though that person were that Lender. 26.15 Credit appraisal by the Lenders Without affecting the responsibility of each Obligor for information supplied by it or on its behalf in connection with any Finance Document, each Lender confirms to the Agent and the Arranger that it has been, and will continue to be, solely responsible for making its own independent appraisal and investigation of all risks arising under or in connection with any Finance Document including but not limited to: a) the financial condition, status and nature of the Obligors; b) the legality, validity, effectiveness, adequacy or enforceability of any Finance Document and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document; c) whether that Lender has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under or in connection with any Finance Document, the transactions contemplated by the Finance Documents or any other agreement,

10127241/1 83 arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document; and d) the adequacy, accuracy or completeness of any information provided by the Agent, any Party or by any other person under or in connection with any Finance Document, the transactions contemplated by any Finance Document or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document. 26.16 Agent's and Security Agent's management time Any amount payable to the Agent or the Security Agent under Clause 14.4 (Indemnity to the Agent), Clause 14.5 (Indemnity to the Security Agent), Clause 16 (Costs and expenses) and Clause 26.11 (Lenders' and Secured Parties' indemnity to the Agent and the Security Agent) shall include the cost of utilising the Agent's or the Security Agent's management time or other resources and will be calculated on the basis of such reasonable daily or hourly rates as the Agent or the Security Agent may notify to the Borrower and the Lenders, and is in addition to any fee paid or payable to the Agent or the Security Agent under Clause 11 (Fees). 26.17 Reference Banks If a Reference Bank ceases to be a Lender, the Agent shall (in consultation with the Borrower) appoint another Lender to replace that Reference Bank. 26.18 Role of Reference Banks a) No Reference Bank is under any obligation to provide a quotation or any other information to the Agent. b) No Reference Bank will be liable for any action taken by it under or in connection with any Finance Document, or for any quotation provided as Reference Bank, unless directly caused by its gross negligence or wilful misconduct. c) No Party (other than the relevant Reference Bank) may take any proceedings against any officer, employee or agent of any Reference Bank in respect of any claim it might have against that Reference Bank or in respect of any act or omission of any kind by that officer, employee or agent in relation to any Finance Document, or to any quotation provided as a Reference Bank, and any officer, employee or agent of each Reference Bank may rely on this Clause 26.18. 26.19 Deduction from amounts payable by the Agent or the Security Agent If any Party owes an amount to the Agent or the Security Agent under the Finance Documents the Agent or the Security Agent may, after giving notice to that Party, deduct an amount not exceeding that amount from any payment to that Party which the Agent or the Security Agent (as the case may be) would otherwise be obliged to make under the Finance Documents and apply the amount deducted in or towards satisfaction of the amount owed. For the purposes of the Finance Documents that Party shall be regarded as having received any amount so deducted. 26.20 No responsibility to perfect Security Interest Neither the Agent nor the Security Agent shall be liable for any failure to: a) require the deposit with it of any deed or document certifying, representing or constituting the title of any Obligor to any of the assets subject to or intended to be subject to the Security Interest under the Security Documents;

10127241/1 84 b) obtain any licence, consent or other authority for the execution, delivery, legality, validity, enforceability or admissibility in evidence of any Finance Document or the Security Interest; c) register, file or record or otherwise protect any of the Security Interest under the Security Documents (or the priority of any of those Security Interest) under any law or regulation or to give notice to any person of the execution of any Finance Document or of the Security Interest under the Security Documents; d) take, or to require any Obligor to take, any step to perfect its title to any of the assets subject to or intended to be subject to the Security Interest under the Security Documents or to render those Security Interest effective or to secure the creation of any ancillary Security under any law or regulation; or e) require any further assurance in relation to any Security Document. 27 CONDUCT OF BUSINESS OF THE FINANCE PARTIES No provision of this Agreement will: a) interfere with the right of any Finance Party to arrange its affairs (tax or otherwise) in whatever manner it thinks fit; b) oblige any Finance Party to investigate or claim any credit, relief, remission or repayment available to it or to the extent, order or manner of any claim; or c) oblige any Finance Party to disclose any information relating to its affairs (tax or otherwise) or any computations in respect of Tax. 28 SHARING AMONG THE FINANCE PARTIES 28.1 Payment to Finance Parties If a Finance Party (a "Recovering Finance Party") receives or recovers any amount from an Obligor other than in accordance with Clause 29 (Payment mechanics) (a "Recovered Amount") and applies that amount to a payment due under the Finance Documents then: a) the Recovering Finance Party shall promptly, within three (3) Business Days, notify details of the receipt or recovery to the Agent; b) the Agent shall determine whether the receipt or recovery is in excess of the amount the Recovering Finance Party would have been paid had the receipt or recovery been received by or made by the Agent and distributed in accordance with Clause 29 (Payment mechanics), without taking account of Tax which would be imposed on the Agent in relation to the receipt, recovery or distribution; and c) the Recovering Finance Party shall, within three (3) Business Days of demand by the Agent, pay to the Agent an amount (the "Sharing Payment") equal to such receipt or recovery less any amount which the Agent determines may be retained by the Recovering Finance Party as its share of any payment to be made, in accordance with Clause 29.5 (Partial payments).

10127241/1 85 28.2 Redistribution of payments The Agent shall treat the Sharing Payment as if it had been paid by the relevant Obligor and distribute it between the Finance Parties (other than the Recovering Finance Party) (the "Sharing Finance Parties") in accordance with Clause 29.5 (Partial payments) towards the obligations of that Obligor to the Sharing Finance Parties. 28.3 Recovering Finance Party's rights On a distribution by the Agent under Clause 28.2 (Redistribution of payments), of a payment received by a Recovering Finance Party from an Obligor, as between the relevant Obligor and the Recovering Finance Party, an amount of the Recovered Amount equal to the Sharing Payment will be treated as not having been paid by that Obligor. 28.4 Reversal of redistribution If any part of the Sharing Payment received or recovered by a Recovering Finance Party becomes repayable and is repaid by that Recovering Finance Party, then: a) each Sharing Finance Party shall, upon request of the Agent, pay to the Agent for the account of that Recovering Finance Party an amount equal to the appropriate part of its share of the Sharing Payment (together with an amount as is necessary to reimburse that Recovering Finance Party for its proportion of any interest on the Sharing Payment which that Recovering Finance Party is required to pay) (the "Redistributed Amount"); and b) as between the relevant Obligor and each relevant Sharing Finance Party, an amount equal to the relevant Redistributed Amount will treated as not having been paid by that Obligor. 28.5 Exceptions a) This Clause 28 shall not apply to the extent that the Recovering Finance Party would not, after making any payment pursuant to this Clause, have a valid and enforceable claim against the relevant Obligor. b) A Recovering Finance Party is not obliged to share with any other Finance Party any amount which the Recovering Finance Party has received or recovered as a result of taking legal or arbitration proceedings, if: (i) it notified that other Finance Party of the legal or arbitration proceedings; and (ii) that other Finance Party had an opportunity to participate in those legal or arbitration proceedings but did not do so as reasonably practicable having received notice and did not take separate legal or arbitration proceedings.

10127241/1 86 SECTION 11 ADMINISTRATION 29 PAYMENT MECHANICS 29.1 Payments to the Agent All payments by an Obligor or a Lender under the Finance Documents (other than Hedging Agreements in connection with the realisation or enforcement of any Security Documents) shall be made: a) to the Agent to its account with such office or bank as the Agent may from time to time designate in writing to the Obligor or a Lender for this purpose; and b) for value on the due date at such times and in such funds as the Agent may specify to the Party concerned as being customary at the time for settlement of transactions in the relevant currency in the place of payment. 29.2 Distributions by the Agent Each payment received by the Agent under the Finance Documents for another Party shall, subject to Clause 29.3 (Distributions to the Obligors), 29.4 (Clawback) and 29.9 (Payments to the Security Agent), be made available by the Agent as soon as practicable after receipt to the Party entitled to receive payment in accordance with this Agreement, to such account as that Party may notify to the Agent by not less than five (5) Business Days' notice. 29.3 Distributions to an Obligor The Agent may (with the consent of the Obligor or in accordance with Clause 30 (Set-off)), apply any amount received by it for that Obligor in or towards payment (on the date and in the currency and funds of receipt) of any amount due from that Obligor under the Finance Documents or in or towards purchase of any amount of currency to be so applied. 29.4 Clawback and pre-funding a) Where a sum is to be paid to the Agent under the Finance Documents for another Party, the Agent is not obliged to pay that sum to that other Party (or to enter into or perform any related exchange contract) until it has been able to establish to its satisfaction that it has actually received that sum. b) Unless paragraph c) below applies, if the Agent pays an amount to another Party and it proves to be the case that the Agent had not actually received that amount, then the Party to whom that amount (or the proceeds of any related exchange contract) was paid by the Agent shall on demand refund the same amount to the Agent together with interest on that amount from the date of payment to the date of receipt by the Agent, calculated by the Agent to reflect its cost of funds. c) If the Agent has notified the Lenders that it is willing to make available amounts for the account of the Borrower before receiving funds from the Lenders, then if and to the extent that the Agent does so but it proves to be the case that it does not then receive funds from a Lender in respect of a sum which it paid to the Borrower: (i) the Agent shall notify the Borrower of that Lender's identity and the Borrower shall on demand refund it to the Agent; and

10127241/1 87 (ii) the Lender by whom those funds should have been made available or, if that Lender fails to do so, the Borrower shall on demand pay to the Agent the amount (as certified by the Agent) which will indemnify the Agent against any funding cost incurred by it as a result of paying out that sum before receiving those funds from that Lender. 29.5 Partial payments a) If the Agent (or the Security Agent, as applicable) receives a payment or an amount is recovered by the Security Agent pursuant to the terms of any Security Document in connection with the realisation or enforcement of all or any part of the Security Interest) that is insufficient to discharge all the amounts then due and payable by an Obligor under the Finance Documents, the Agent shall apply that payment towards the obligations of that Obligor under the Finance Documents in the following order: (i) firstly, in or towards payment pro rata of any unpaid fees, costs and expenses of the Agent and the Security Agent under the Finance Documents; (ii) secondly, in or towards payment pro rata of any accrued interest (including default interest), fee or commissions due but unpaid under this Agreement; (iii) thirdly, in or towards payment pro rata of any principal due but unpaid under this Agreement; and (iv) fourthly, in or towards payment pro rata of any other sum due but unpaid under the Finance Documents (excluding the Hedging Agreements); and (v) fifthly, in or towards payment pro rata of any other sum due but unpaid under the Hedging Agreements. b) The Agent shall, if so directed by the Lenders, vary the order set out in paragraphs (i) to (v) above. c) This Clause 29.5 will override any appropriation made by an Obligor. 29.6 No set-off by the Obligors All payments to be made by an Obligor under the Finance Documents shall be calculated and be made without (and free and clear of any deduction for) set-off or counterclaim. 29.7 Business Days a) Any payment under the Finance Documents (other than the Hedging Agreements) which is due to be made on a day that is not a Business Day shall be made on the next Business Day in the same calendar month (if there is one) or the preceding Business Day (if there is not). b) During any extension of the due date for payment of any principal or Unpaid Sum under this Agreement interest is payable on the principal or Unpaid Sum at the rate payable on the original due date. 29.8 Currency of account The Obligors shall pay:

10127241/1 88 a) any amount payable under the Finance Documents (other than the Hedging Agreements), except as otherwise provided for herein, in USD; and b) all payments of costs and Taxes in the currency in which the same were incurred. 29.9 Payments to the Security Agent Notwithstanding any other provision of any Finance Document, at any time after any Security Interest created by or pursuant to any Security Document becomes enforceable, the Security Agent may require: a) any Obligor to pay all sums due under any Finance Document; or b) the Agent to pay all sums received or recovered from an Obligor under any Finance Document, in each case as the Security Agent may direct for application in accordance with the terms of the relevant Security Document. 30 SET-OFF a) A Finance Party may, to the extent permitted by applicable law, set off any obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any obligations owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off. b) Each Obligor hereby agrees and accepts that this Clause 30 shall constitute a waiver of the provisions of Section 29 of the FA Act and further agrees and accepts, to the extent permitted by law, that Section 29 of the FA Act shall not apply to this Agreement. 31 NOTICES 31.1 Communication in writing a) Any communication to be made under or in connection with the Finance Documents shall be made in writing and, unless otherwise stated, may be made by e-mail or letter. b) Any such notice or communication addressed as provided in Clause 31.2 (Addresses) will be deemed to be given or made as follows: (i) if by letter, when delivered at the address of the relevant Party; (ii) if by email, when received in legible form. c) However, a notice given in accordance with the above but received on a day which is not a Business Day or after 16:00 hours in the place of receipt will only be deemed to be given at 9:00 hours on the next Business Day in that place. d) Any communication or document to be made or delivered to the Agent will be effective only when actually received by the Agent and then only if it is expressly marked for the attention of the department or officer identified with the Agent's signature below (or any substitute department or officer as the Agent shall specify for this purpose).

10127241/1 89 31.2 Addresses Any communication or document to be made under or in connection with the Finance Documents shall be made or delivered to the address and email address of each Party and marked for the attention of the department or persons set out below and, in case of any New Lender, to the address notified to the Agent: If to the Agent or SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) the Security Agent: One Carter Lane, London EC4V 5AN United Kingdom Email: agency@seb.co.uk Attention: Loans Agency With copy to (Agent only) Email: sco@seb.se Attention: SEB Structured Credit Operations If to any of the Obligors: FLEX LNG MANAGEMENT AS Bryggegata 3 0250 Oslo, Norway Att: Chief Financial Officer E-mail: finance@flexlng.com or any substitute address and/or email address and/or marked for such other attention as the Party may notify to the other Agent (or the Agent may notify the other Parties if a change is made by the Agent) by not less than five (5) Business Days' prior notice. 31.3 Communication with the Obligors All communication from or to an Obligor shall be sent through the Agent. 31.4 Language Communication to be given by one Party to another under the Finance Documents shall be given in the English language or, if not in English and if so required by the Agent, be accompanied by a certified English translation and, in this case, the English translation shall prevail unless the document is a statutory or other official document. 32 CALCULATIONS AND CERTIFICATES 32.1 Certificates and Determinations Any certification or determination by a Finance Party of a rate or amount under any Finance Document is, in the absence of manifest error, conclusive evidence of the matters to which it relates. 32.2 Day count convention All interest, commission or fee accruing under the Finance Documents will accrue from day-to-day and is calculated on the basis of the actual number of days elapsed and a year of 360 days.

10127241/1 90 33 PARTIAL INVALIDITY If, at any time, any provision of a Finance Document is or becomes illegal, invalid or unenforceable in any respect under any law of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions nor the legality, validity or enforceability of such provisions under any law of any other jurisdiction will in any way be affected or impaired. 34 REMEDIES AND WAIVERS No failure to exercise, nor any delay in exercising on the part of any Finance Party, any right or remedy under the Finance Documents shall operate as a waiver, of any such right or remedy any of the Finance Documents. No single or partial exercise of any other right or remedy shall prevent any further or other exercise of any other right or remedy. The rights and remedies provided in each Finance Document are cumulative and not exclusive of any rights or remedies provided by law. 35 AMENDMENTS AND WAIVERS 35.1 Required consents a) Subject to Clause 35.2 (All Lender matters) and 35.3 (Other exceptions), any term of the Finance Documents may be amended or waived only with the consent of the Majority Lenders and the Obligors and any such amendment will be binding on all Parties. b) The Agent may effect, on behalf of any Finance Party, any amendment or waiver permitted by this Clause. 35.2 All Lender matters An amendment to or waiver of any term of any Finance Document that has the effect of changing or which relates to: a) the definition of "Majority Lenders" in Clause 1.1 (Definitions); b) an extension of the date of any payment of any amount under the Finance Documents; c) a reduction in Margin or a reduction in the amount of any payment of principal, interest, fees or commission payable; d) an increase in or extension of any Commitment or an extension of the Availability Period or any requirement that a cancellation of Commitments reduces the Commitments of the Lenders rateably under the Facilities; e) a term of the Finance Documents which expressly requires the consent of all the Lenders; f) a proposed substitution or replacement of the Borrower or a Guarantor; g) the definitions of "Restricted Party", "Sanctions", "Sanctions Authority" or "Sanctions List", any Clause in which such term is used in this Agreement, or any other provision or other matters relating to Sanctions, including without limitation Clause 22.21 (Sanctions). h) the release of any guarantee and indemnity granted under Clause 17 (Guarantee and indemnity) or of any Security Interest granted under any of the Security Documents unless permitted under this Agreement or any other Finance Document or relating to a sale or disposal of an asset which is the subject to Security Interest where such sale or disposal is expressly permitted under this Agreement or any other Finance Document; or

10127241/1 91 i) Clauses 2.2 (Finance party's rights and obligations), 7.3 (Mandatory prepayment – Illegality) 18 (Security), 25 (Changes to the Parties), 28 (Sharing among the Finance Parties), 29.5 (Partial payments), this Clause 35.2, Clause 39.1 (Governing law) and 39.2 (Jurisdiction), shall not be made without the prior written consent of all the Lenders. 35.3 Other exceptions An amendment or waiver which relates to the rights or obligations of the Agent, Hedge Providers, the Security Agent or the Arranger (each in their capacity as such) may not be effected without the consent of the Agent, the Hedge Providers, the Security Agent or, as the case may be, the Arranger. 35.4 Replacement of Screen Rate a) Subject to Clause 35.3 (Other exceptions), any amendment or waiver which relates to: (i) providing for the use of a Replacement Benchmark; and (ii) (A) aligning any provision of any Finance Document to the use of that Replacement Benchmark; (B) enabling that Replacement Benchmark to be used for the calculation of interest under this Agreement (including, without limitation, any consequential changes required to enable that Replacement Benchmark to be used for the purposes of this Agreement); (C) implementing market conventions applicable to that Replacement Benchmark; (D) providing for appropriate fallback (and market disruption) provisions for that Replacement Benchmark; or (E) adjusting the pricing to reduce or eliminate, to the extent reasonably practicable, any transfer of economic value from one Party to another as a result of the application of that Replacement Benchmark (and if any adjustment or method for calculating any adjustment has been formally designated, nominated or recommended by the Relevant Nominating Body, the adjustment shall be determined on the basis of that designation, nomination or recommendation), may be made with the consent of the Agent (acting on the instructions of the Majority Lenders) and the Obligors. b) If any Lender fails to respond to a request for an amendment or waiver described in paragraph (a) above within 10 Business Days (or such longer time period in relation to any request which the Company and the Agent may agree) of that request being made: (i) its Commitment(s) shall not be included for the purpose of calculating the Total Commitments under the relevant Facility when ascertaining whether any relevant percentage of Total Commitments has been obtained to approve that request; and

10127241/1 92 (ii) its status as a Lender shall be disregarded for the purpose of ascertaining whether the agreement of any specified group of Lenders has been obtained to approve that request. c) For the purpose of this Clause 35.4 (Replacement of Screen Rate) "Relevant Nominating Body" means any applicable central bank, regulator or other supervisory authority or a group of them, or any working group or committee sponsored or chaired by, or constituted at the request of, any of them or the Financial Stability Board. "Replacement Benchmark" means a benchmark rate which is: a) formally designated, nominated or recommended as the replacement for a Screen Rate by: (i) the administrator of that Screen Rate (provided that the market or economic reality that such benchmark rate measures is the same as that measured by that Screen Rate); or (ii) any Relevant Nominating Body, and if replacements have, at the relevant time, been formally designated, nominated or recommended under both paragraphs, the "Replacement Benchmark" will be the replacement under paragraph (ii) above; b) in the opinion of the Majority Lenders and the Obligors, generally accepted in the international or any relevant domestic syndicated loan markets as the appropriate successor to a Screen Rate; or c) in the opinion of the Majority Lenders and the Obligors, an appropriate successor to a Screen Rate. 36 CONFIDENTIAL INFORMATION 36.1 Confidentiality Each Finance Party agrees to keep all Confidential Information confidential and not to disclose it to anyone, save to the extent permitted by Clause 36.2 (Disclosure of Confidential Information), and to ensure that all Confidential Information is protected with security measures and a degree of care that would apply to its own confidential information. 36.2 Disclosure of Confidential Information a) Any Finance Party may disclose to any of its Affiliates and any of its or their officers, directors, employees, professional advisers, auditors, partners, insurance and reinsurance brokers, insurers and reinsurers and representatives such Confidential Information as that Finance Party shall consider appropriate if any person to whom the Confidential Information is to be given pursuant to this paragraph a) is informed in writing of its confidential nature and that some or all of such Confidential Information may be price- sensitive information except that there shall be no such requirement to so inform if the recipient is subject to professional obligations to maintain the confidentiality of the information or is otherwise bound by requirements of confidentiality in relation to the Confidential Information;

10127241/1 93 b) Any Finance Party and any of that Finance Party’s Affiliates may disclose to any person: (i) to (or through) whom it transfers (or may potentially transfer) all or any of its rights and/or obligations under one or more Finance Documents or which succeeds (or which may potentially succeed) it as Agent and, in each case, to any of that person's Affiliates and professional advisers; (ii) with (or through) whom it enters into (or may potentially enter into), whether directly or indirectly, any sub-participation in relation to, or any other transaction under which payments are to be made or may be made by reference to, one or more Finance Documents and the Borrower and to any of that person's Affiliates and professional advisers; (iii) appointed by any Finance Party or any of that Finance Party’s Affiliates or by a person to whom paragraph b)(i) or (ii) above applies to receive communications, notices, information or documents delivered pursuant to the Finance Documents on its behalf (including, without limitation, any person appointed under paragraph c) of Clause 26.14 (Relationship with the Lenders)); (iv) appointed by any Finance Party or any of that Finance Party’s Affiliates or by a person to whom paragraph (b)(ii) above applies to act as a verification agent in respect of any transaction referred to in paragraph b(ii) above; (v) who invests in or otherwise finances (or may potentially invest in or otherwise finance), directly or indirectly, any transaction referred to in paragraph b)(i) or b)(ii) above; (vi) to whom information is required or requested to be disclosed by any court of competent jurisdiction or any governmental, banking, taxation or other regulatory authority or similar body, the rules of any relevant stock exchange or pursuant to any applicable law or regulation; (vii) to whom information is required to be disclosed in connection with, and for the purposes of, any litigation, arbitration, administrative or other investigations, proceedings or disputes; (viii) to whom or for whose benefit that Finance Party charges, assigns or otherwise creates Security (or may do so) pursuant to Clause 25.8 (Security over Lenders' rights); (ix) who is a Party; or (x) with the consent of the Borrower; in each case, such Confidential Information as that Finance Party shall consider appropriate if: (A) in relation to paragraphs (b)(i), (b)(ii),b(iii) and b(iv) above, the person to whom the Confidential Information is to be given has entered into a confidentiality undertaking substantially in a recommended form of the Loan Market Association from time to time or in any other form agreed between the Borrower and the relevant Finance Party (a “Confidentiality Undertaking”) except that there shall be no requirement for a

10127241/1 94 Confidentiality Undertaking if the recipient is a professional adviser and is subject to professional obligations to maintain the confidentiality of the Confidential Information; (B) in relation to paragraph (b)(v) above, the person to whom the Confidential Information is to be given has entered into a Confidentiality Undertaking or is otherwise bound by requirements of confidentiality in relation to the Confidential Information they receive and is informed that some or all of such Confidential Information may be price-sensitive information; (C) in relation to paragraphs (b)(vi), (b)(vii) and (b)(viii) above, the person to whom the Confidential Information is to be given is informed of its confidential nature and that some or all of such Confidential Information may be price-sensitive information except that there shall be no requirement to so inform if, in the opinion of that Finance Party, it is not practicable so to do in the circumstances; and c) to any person appointed by that Finance Party or by a person to whom paragraph (b)(i) or (b)(ii) above applies to provide administration or settlement services in respect of one or more of the Finance Documents including without limitation, in relation to the trading of participations in respect of the Finance Documents, such Confidential Information as may be required to be disclosed to enable such service provider to provide any of the services referred to in this paragraph (c) if the service provider to whom the Confidential Information is to be given has entered into a confidentiality agreement substantially in the form of the LMA Master Confidentiality Undertaking for Use With Administration/Settlement Service Providers or such other form of confidentiality undertaking agreed between the Company and the relevant Finance Party; and d) to any rating agency (including its professional advisers) such Confidential Information as may be required to be disclosed to enable such rating agency to carry out its normal rating activities in relation to the Finance Documents and/or the Obligors if the rating agency to whom the Confidential Information is to be given is informed of its confidential nature and that some or all of such Confidential Information may be price-sensitive information. 36.3 Disclosure to numbering service providers a) Notwithstanding any other term of any Finance Document or any other agreement between the Parties to the contrary (whether express or implied), any Finance Party may disclose to any national or international numbering service provider appointed by that Finance Party to provide identification numbering services in respect of this Agreement, the Facilities and/or one or more Obligors the following information: (i) names of Obligors; (ii) country of domicile of Obligors; (iii) place of incorporation of Obligors; (iv) date of the Agreement; (v) governing law of the Agreement; (vi) names of the Agent and the Arrangers; (vii) date of each amendment and restatement of the Agreement;

10127241/1 95 (viii) amounts of, and names of, the Facilities (and any tranches); (ix) amount of Total Commitments; (x) currencies of the Facilities; (xi) type of Facilities; (xii) ranking of Facilities; (xiii) Termination Date for Facilities; (xiv) changes to any of the information previously supplied pursuant to sub-clauses (i) to (xii) above; and (xv) such other information agreed between such Finance Party and the Ultimate Parent, to enable such numbering service provider to provide its usual syndicated loan numbering identification services. b) The Parties acknowledge and agree that each identification number assigned to the Agreement, the Facilities and/or one or more Obligors by a numbering service provider and the information associated with each such number may be disclosed to users of its services in accordance with the standard terms and conditions of that numbering service provider. c) Each Obligor represents that none of the information set out in sub-paragraphs (i) to (xiv) of paragraph a) above is, nor will at any time be, unpublished price-sensitive information. d) The Agent shall notify the Ultimate Parent and the other Finance Parties of: (i) the name of any numbering service provider appointed by the Agent in respect of this Agreement, the Facilities and/or one or more Obligors; and (ii) the number or, as the case may be, numbers assigned to the Agreement, the Facilities and/or one or more Obligors by such numbering service provider. 36.4 Disclosure to administration/settlement services providers Notwithstanding any other term of any Finance Document or any other agreement between the Parties to the contrary (whether express or implied), any Finance Party may disclose to any person appointed by: a) that Finance Party; b) a person to (or through) whom that Finance Party assigns or transfers (or may potentially assign or transfer) all or any of its rights and/or obligations under one or more Finance Documents or which succeeds (or which may potentially succeed) it as Agent or Security Agent under the Agreement; and/or c) a person with (or through) whom that Finance Party enters into (or may potentially enter into) any sub-participation in relation to, or any other transaction under which payments are to be made, or may be made, by reference to, one or more Finance Documents and/or one or more Obligors,

10127241/1 96 to provide administration or settlement services in respect of one or more of the Finance Documents including without limitation, in relation to the trading of participations in respect of the Finance Documents, such Confidential Information as may be required to be disclosed to enable such service provider to provide any of the services referred to in this clause 36.4 if the service provider to whom the Confidential Information is to be given has entered into a confidentiality agreement substantially in the form of the LMA Master Confidentiality Undertaking for use with Administration/ Settlement Services Providers or such other form of confidentiality undertaking agreed between the Ultimate Parent and the relevant Finance Party. 36.5 Entire agreement This Clause 36 constitutes the entire agreement between the Parties in relation to the obligations of the Finance Parties under the Finance Documents regarding Confidential Information and supersedes any previous agreement, whether express or implied, regarding Confidential Information. 36.6 Inside information Each of the Finance Parties acknowledges that some or all of the Confidential Information is or may be price-sensitive information and that the use of such information may be regulated or prohibited by applicable legislation including securities law relating to insider dealing and market abuse and each of the Finance Parties undertakes not to use any Confidential Information for any unlawful purpose. 36.7 Notification of disclosure Each of the Finance Parties agrees (to the extent permitted by law and regulation) to inform the Borrower: a) of the circumstances of any disclosure of Confidential Information made pursuant to paragraph b)(v) of Clause 36.2 (Disclosure of Confidential Information), except where such disclosure is made to any of the persons referred to in that paragraph during the ordinary course of its supervisory or regulatory function; and b) upon becoming aware that Confidential Information has been disclosed in breach of this Clause 36. 36.8 Continuing obligations The obligations in this Clause 36 are continuing and, in particular, shall survive and remain binding on each Finance Party for a period of twelve (12) months from the earlier of: a) the date on which all amounts payable by the Obligors under or in connection with this Agreement have been paid in full and all Commitments have been cancelled or otherwise cease to be available; and b) the date on which such Finance Party otherwise ceases to be a Finance Party. 37 COUNTERPARTS Each Finance Document may be executed in any number of counterparts, and this has the same effect as if the signatures on the counterparts were on a single copy of the Finance Document. 38 CONTRACTUAL RECOGNITION OF BAIL-IN Notwithstanding any other term of any Finance Document or any other agreement, arrangement or understanding between the Parties, each Party acknowledges and accepts that any liability of any

10127241/1 97 Party to any other Party under or in connection with the Finance Documents may be subject to Bail- In Action by the relevant Resolution Authority and acknowledges and accepts to be bound by the effect of: a) any Bail-In Action in relation to any such liability, including (without limitation): (i) a reduction, in full or in part, in the principal amount, or outstanding amount due (including any accrued but unpaid interest) in respect of any such liability; (ii) a conversion of all, or part of, any such liability into shares or other instruments of ownership that may be issued to, or conferred on, it; and (iii) a cancellation of any such liability; and b) a variation of any term of any Finance Document to the extent necessary to give effect to any Bail-In Action in relation to any such liability.

10127241/1 98 SECTION 11 GOVERNING LAW AND ENFORCEMENT 39 GOVERNING LAW AND ENFORCEMENT 39.1 Governing law This Agreement shall be governed by Norwegian law. 39.2 Jurisdiction a) For the benefit of each Finance Party, each Obligor agrees that the courts of Oslo, Norway, have jurisdiction to settle any disputes arising out of or in connection with the Finance Documents (other than the Hedging Agreements) including a dispute regarding the existence, validity or termination of this Agreement, and the Obligors accordingly submits to the non-exclusive jurisdiction of the Oslo District Court (Oslo tingrett). b) Nothing in this Clause 39.2 shall limit the right of the Finance Parties to commence proceedings against an Obligor in any other court of competent jurisdiction. To the extent permitted by law, the Finance Parties may take concurrent proceedings in any number of jurisdictions. 39.3 Service of process Without prejudice to any other mode of service, each Obligor: a) appoints Flex LNG Management AS (company no. 920 626 289), PO Box 1327 Vika, 0112 Oslo (mail address) and Bryggegate 3, 0250 Oslo, Norway (visiting adress) as its agent for the service of process and/or any other writ, notice, order or judgment in respect of this Agreement, any other Finance Document governed by Norwegian law and/or the matters arising here from; and b) agrees that failure by such process agent to notify an Obligor of the process will not invalidate the proceedings concerned. If any process agent appointed pursuant to this Clause 39.3 (Service of process) (or any successor thereto) shall cease to exist for any reason where process may be served, the Obligor will forthwith appoint another process agent with an office in Norway where process may be served and will forthwith notify the Agent thereof. * * * This Agreement has been entered into on the date stated at the beginning of this Agreement.

10127241/1 99 SCHEDULE 1 THE ORIGINAL LENDERS AND COMMITMENTS Name of Original Lender Commitment Term Loan Facility SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) Registration no. 502032-9081 USD 33,333,333.33 NORDEA BANK ABP, FILIAL I NORGE Registration no. 920 058 817 USD 33,333,333.33 CITIBANK N.A., LONDON BRANCH Registration no. BR001018 USD 33,333,333.33 Revolving Facility SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) Registration no. 502032-9081 USD 8,333,333.33 NORDEA BANK ABP, FILIAL I NORGE Registration no. 920 058 817 USD 8,333,333.33 CITIBANK N.A., LONDON BRANCH Registration no. BR001018 USD 8,333,333.33 Total Commitments USD 125,000,000

10127241/1 100 SCHEDULE 2 CONDITIONS PRECEDENT PART I CONDITIONS PRECEDENT TO SIGNING 1 Corporate authorisations a) A copy of each Obligor's constitutional documents; b) A copy of resolutions passed by each Obligor's board of directors evidencing: (i) the approval of the terms of, and the transactions contemplated by, the Finance Documents; and (ii) the authorisation of its appropriate officer or officers or other representatives to execute the Finance Documents and any other documents necessary for the transactions contemplated by the Finance Documents, on its behalf. c) To the extent required in the relevant jurisdictions, a copy of resolutions passed by the shareholders of each Obligor ratifying the resolutions of its board of directors; d) To the extent not covered by resolutions, any powers of attorney (notarised and legalised, if required) granted by an Obligor to execute any Finance Documents; e) A certificate of goodstanding (or equivalent) in respect of each Obligor; f) A specimen of the signature (which can be by way of copy of passport) of each person signing the Finance Documents on behalf of each Obligor g) A certificate of an authorised signatory of each Obligor certifying that each copy document relating to it specified in this Schedule 2 is correct, complete and in full force and effect and has not been amended or superseded as at a date no earlier than the date of this Agreement and confirming that borrowing or guaranteeing or securing, as appropriate, the Total Commitments would not cause any borrowing, guarantee, security or similar binding limit to be exceeded. h) Such other documentation and evidence required to complete the "know your customer" checks as described in Clause 20.9 ("Know your customer" checks). 2 Authorisations All approvals, authorisations and consents required by any government or other authorities for the Obligors to enter into and perform their obligations under this Agreement and/or any of the Finance Documents to which they are respective parties. 3 Finance Documents a) The Agreement; b) The Fee Letters; and

10127241/1 101 c) The letter in respect of effective interest pursuant to Clause 8.1b) (Effective Interest). 4 Vessel Documents a) A copy of the Shipbuilding Contract; and b) A copy of the Intermediate MOA, providing for arrangements for the assignment by the Intermediate Buyer of Yard's warranties in respect of the Vessel to the Borrower. 5 Miscellaneous a) Evidence that all fees referred to in Clause 11 (Fees) that are due have or will be paid on its due date; b) Copy of the Original Financial Statements; c) Evidence that all process agent appointments required by the Finance Documents listed in item 3 above have been duly accepted; and d) Any other documentation authorization, opinion or assurance reasonably required by the Agent. 6 Legal opinions a) If required, such legal opinions relating to the Agreement, in such form (agreed draft or issued) as the Agent may require. PART II CONDITIONS PRECEDENT TO DRAWDOWN NOTICE 1 Finance Documents a) the Account Pledge, and deliverables thereunder; b) the Assignment of Earnings and Charterparties, and deliverables thereunder; c) if applicable, the Assignment of Hedging Claims, and deliverables thereunder; d) the Assignment of Insurances, and deliverables thereunder; e) the Assignment of Intercompany Loans, and deliverables thereunder; f) the Share Pledge, and deliverables thereunder; All of the above Security Documents duly executed and perfected. g) the Mortgage in respect of the Vessel (agreed form only); h) the Trust Agreement in respect of the Vessel; i) The Drawdown Notice at least three (3) Business Days prior to the Drawdown Date;

10127241/1 102 j) Any Hedging Agreements; and k) Any subordination statements required pursuant to the Agreement. 2 Vessel Documents In respect of the Vessel: a) evidence (by way of email confirmation from the Approved Ship Registry) that the Vessel is ready to be registered in the name of the Borrower in an Approved Ship Registry, upon receipt of the copy of the title documents on the Delivery Date, and that the agreed form Mortgage is pre-cleared for registration with its intended first priority against the Vessel; b) copies of insurance policies/cover notes documenting that insurance cover has been taken out in respect of the Vessel in accordance with Clause 23.1 (Insurance), and evidencing that the Security Agent's (on behalf of the Finance Parties) Security Interest in the insurance policies have been noted in accordance with the relevant notices as required under the Security Agreement; c) the Insurance Report, with no outstanding pre-delivery action points; d) A copy of the Management Agreements; e) the technical manager's current DOC; f) each Manager's Undertaking; g) a copy of each charterparty or other employment contract entered into in respect of the Vessel with a term exceeding twelve (12) months; and h) evidence of the Market Value of the Vessel dating not more thirty (30) days prior to the proposed Drawdown Date. 3 Miscellaneous a) Evidence that all fees referred to in Clause 11 (Fees), and costs and expenses referred to in 16 (Costs and expenses) that are due have or will be paid on its due date; b) A Compliance Certificate confirming that the Obligors are in compliance with the financial covenants as set out in Clause 21 (Financial covenants), together with the latest consolidated financial statements of the Guarantor. c) Evidence that all process agent appointments required by the Finance Documents have been duly accepted; d) Documentation evidencing all shareholder loans to any Obligor, as well as any intra-group loans or receivables to which any Obligor is a party; e) If relevant, a closing memorandum agreed between the Yard, the Intermediate Buyer, the relevant Borrower and the Agent; f) If relevant, an agreed wording of the conditional SWIFT;

10127241/1 103 g) If relevant, an irrevocable undertaking from the Intermediate Buyer (if relevant) and Borrower, and their representative at closing, not to sign any document triggering release under the MT199 SWIFT, unless they have first received the written consent of the Agent (acting on the instruction of the Lenders). h) If relevant, evidence that any part of the delivery instalment for the Vessel not covered by the relevant Loan has been, or will at the latest together with the Loan be, paid by equity to the Yard or the Intermediate Buyer (as the case may be). i) Any other documentation authorization, opinion or assurance reasonably required by the Agent. 4 Legal opinions a) A legal opinion regarding Norwegian law issued by Advokatfirmaet Thommessen AS; b) A legal opinion regarding Bermuda law issued by Appleby (Bermuda) Limited; c) A legal opinion regarding Marshall Islands law and New York law issued by Watson Farley & Williams LLP; d) A legal opinion regarding English law issued by Holman Fenwick Willan LLP; e) Any such other favourable legal opinions in form and substance satisfactory to the Agent from lawyers appointed by the Agent on matters concerning all relevant jurisdictions, including the jurisdiction of the Approved Ship Registry in which the Vessel is registered. PART III CONDITIONS PRECEDENT - DELIVERY DATE a) A copy of the Builder's Certificate and/or Bill of Sale of the Vessel issued by the Yard and the Intermediate Buyer (as applicable); b) A copy of the Protocol of Delivery and Acceptance both between the Yard and the Intermediate Buyer, and the Intermediate Buyer and the Borrower; c) evidence that the Yard's warranties in respect of the Vessel have been assigned to the Borrower; d) evidence (by way of transcript of registry) that the Vessel is, or will be, registered in the name of the Borrower in an Approved Ship Registry, that the Mortgage has been executed and recorded with its intended first priority against the Vessel and that no other encumbrances, maritime liens, mortgages or debts whatsoever are registered against the Vessel; e) a copy of the interim or permanent class certificate related to the Vessel from the relevant classification society, confirming that the Vessel is classed with the highest class in accordance with Clause 23.3 (Classification and repairs), free of overdue recommendations and conditions;

10127241/1 104 f) a copy of the Vessel's SMC and ISPS Certificates; and g) such legal opinions as may not be issued prior to the Delivery Date.

10127241/1 105 SCHEDULE 3 FORM OF DRAWDOWN NOTICE To: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL), as Agent From: [Borrower] Date: [***] USD 125,000,000 TERM LOAN AND REVOLVING FACILITIES AGREEMENT DATED 29 JUNE 2020 (THE "AGREEMENT") We refer to Clause 5.1 (Delivery of the Drawdown Notice) of the Agreement. Terms defined in the Agreement shall have the same meaning when used in this Drawdown Notice. a) You are hereby irrevocably notified that we wish to make the following drawdown on the following terms: Facility: [Term Loan Facility][Revolving Facility] Proposed Drawdown Date: [ ] Principal Amount: USD [ ] Interest Period: [ ] b) The purpose of the Loan is the part financing of the Vessel and/or for our general corporate purpose, and all proceeds shall applied accordingly. c) The proceeds of the Loan shall be credited to [**] [insert details of account]. d) We confirm that, as of the date hereof (i) each condition specified in Clause 4 (Conditions Precedent) of the Agreement is satisfied; (ii) each of the Repeating Representations set out in Clause 19 (Representations and warranties) of the Agreement is true and correct; and (iii) no event or circumstances has occurred and is continuing which constitute or may constitute an Event of Default. Yours sincerely for and on behalf of FLEX VOLUNTEER LIMITED By: __________________________________ Name: Title: [authorised officer]

10127241/1 106 SCHEDULE 4 FORM OF SELECTION NOTICE To: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL), as Agent From: FLEX LNG Ltd. Date: [***] USD 125,000,000 TERM LOAN AND REVOLVING FACILITIES AGREEMENT DATED 29 JUNE 2020 (THE "AGREEMENT") We refer to the Agreement. Terms defined in the Agreement shall have the same meaning when used in this Selection Notice. a) We refer to the amount outstanding under the Loan with an Interest Period ending on [**]. b) We request that the next Interest Period for the Loan is [**]. This Selection Notice is irrevocable. Yours sincerely for and on behalf of FLEX LNG Ltd. By: ______________________________ Name: Title:

10127241/1 107 SCHEDULE 5 FORM OF COMPLIANCE CERTIFICATE To: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL), as Agent From: FLEX LNG Ltd. Date: [***] [To be delivered no later than 120/60 days after each Reporting Date] USD 125,000,000 TERM LOAN AND REVOLVING FACILITIES AGREEMENT DATED 29 JUNE 2020 (THE "AGREEMENT") We refer to the Agreement. Terms defined in the Agreement have their defined meanings when used in this Compliance Certificate. 1 We hereby represent and warrant that at the date of this Compliance Certificate, we are in compliance with Clause 21 (Financial covenants), that no Event of Default has occurred and that the Repeating Representations contained in Clause 19 (Representations and warranties) of the Agreement are true and correct at the date hereof as if made with respect to the facts and circumstances existing at this date. 2 Without limiting the generality of paragraph 1 above, we hereby further represent and warrant as follows: Equity Ratio For the purpose of Clause 21.3 a) (Equity Ratio) we confirm as follows: Total Assets Total Liabilities Equity (Total Assets less Total Liabilities) Equity Ratio Requirement: Compliance: USD [•] USD [•] USD [•] [ ]:1.00 Not lower than 0.25:1.00 [Yes/No] Working Capital For the purpose of Clause 21.3 b) (Working Capital) we confirm as follows: Working Capital: Requirement: Compliance: USD [•] Working Capital > 0 [Yes/No] Liquidity For the purpose of Clause 21.3 c) (Liquidity) we confirm as follows: Liquidity: of which Cash and Cash Equivalents is: Group’s total interest bearing Financial Indebtedness on a consolidated basis net of Cash and Cash Equivalents. USD [•] USD [•] USD [•] ("NIBD") 5% of which is USD [•]

10127241/1 108 Requirement: Compliance: Liquidity > Higher of (i) USD 25,000,000 and (ii) 5% of NIBD [Yes/No] Collateral Maintenance Test For the purpose of Clause 7.1 (Collateral Maintenance Test) we confirm as follows: Market Values* Flex Volunteer (A) Aggregate Market Value: (B) Aggregate Loans: Ratio (A/B): Requirement: Compliance: * Evidence of Market Values attached hereto USD [•]/[Not delivered] USD [•] USD [•] [ ]% (A/B) > 130% [Yes/No] 3 This Compliance Certificate shall be governed by and construed in accordance with Norwegian law. Yours sincerely for and on behalf of FLEX LNG Ltd. By: __________________________________ Name: Title: CFO

10127241/1 109 SCHEDULE 6 FORM OF TRANSFER CERTIFICATE To: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL), as Agent From: [**] (the "Existing Lender" and [**] (the "New Lender") Date: [**] USD 125,000,000 TERM LOAN AND REVOLVING FACILITIES AGREEMENT DATED 29 JUNE 2020 (THE "AGREEMENT") We refer to the Agreement. Terms defined in the Agreement have the same meaning in this Transfer Certificate unless given a different meaning in this Transfer Certificate. With reference to Clause 25 (Changes to the Parties): a) The Existing Lender, in its capacity as Lender under the Agreement, confirms that it participates with [ ] per cent of the Total Commitments. b) The Existing Lender hereby transfers to the New Lender [ ] per cent of the Total Commitments as specified in the Schedule hereto, and of the equivalent rights and interest in all Finance Documents, and the New Lender hereby accepts such transfer from the Existing Lender in accordance with the terms set out herein and Clause 25 (Changes to the Parties) of the Agreement and assumes the same obligations to the other Finance Parties as it would have been under if it was an original Lender. c) The proposed Transfer Date is [ ], as from which date the Transfer of such portion of the Total Commitments shall take full legal effect. d) The New Lender confirms that it has received a copy of the Agreement, together with such other information as it has required in connection with this transaction. The New Lender expressly acknowledges and agrees to the limitations on the Existing Lender's responsibility set out in Clause 25.3 (Limitations of responsibility of Existing Lenders) of the Agreement. e) The New Lender hereby undertakes to the Existing Lender and the Borrower that it will perform in accordance with the terms and conditions of the Agreement all those obligations which will be assumed by it upon execution of this Transfer Certificate. f) The address, telefax number and attention details for notices, as well as the account details of the New Lender, are set out in the Schedule. g) This Transfer Certificate is governed by Norwegian law, with Oslo City Court (Oslo tingrett) as legal venue.

10127241/1 110 The Schedule Commitments/rights and obligations to be transferred I Existing Lender: [ ] II New Lender: [ ] III Total Commitments of Existing Lender: USD [ ] IV Aggregate amount transferred: USD [ ] V Total Commitments of New Lender USD [ ] VI Transfer Date: [ ] Administrative Details / Payment Instructions of New Lender Notices to New Lender: [ ] [ ] Att: [ ] Fax no: + [ ] [Insert relevant office address, telefax number and attention details for notices and payments to the New Lender] Account details of New Lender: [Insert relevant account details of the New Lender] Existing Lender: New Lender: [**] [**] By: __________________________________ By: ________________________________ Name: Name: Title: Title: This Transfer Certificate is accepted and agreed by the Agent and the Transfer Date is confirmed as [ ]. Agent: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) By: __________________________________ Name: Title:

10127241/1 111 SCHEDULE 7 VESSEL Vessel name Owner IMO No. FLEX VOLUNTEER FLEX VOLUNTEER LIMITED 9862463

10127241/1 112 SCHEDULE 8 REPAYMENT SCHEDULE (USD) TL RCF Total Date repayment outstanding repayment outstanding repayment outstanding Drawdown date 100 000 000 25 000 000 125 000 000 1st Repayment date 1 562500 98 437 500 - 25 000 000 1 562 500 123 437 500 2nd Repayment date 1 562 500 96 875 000 - 25 000 000 1 562 500 121 875 000 3rd Repayment date 1 562 500 95 312 500 - 25 000 000 1 562 500 120 312 500 4th Repayment date 1 562 500 93 750 000 - 25 000 000 1 562 500 118 750 000 5th Repayment date 1 562 500 92 187 500 - 25 000 000 1 562 500 117 187 500 6th Repayment date 1 562 500 90 625 000 - 25 000 000 1 562 500 115 625 000 7th Repayment date 1 562 500 89 062 500 - 25 000 000 1 562 500 114 062 500 8th Repayment date 1 562 500 87 500 000 - 25 000 000 1 562 500 112 500 000 9th Repayment date 1 562 500 85 937 500 - 25 000 000 1 562 500 110 937 500 10th Repayment date 1 562 500 84 375 000 - 25 000 000 1 562 500 109 375 000 11th Repayment date 1 562 500 82 812 500 - 25 000 000 1 562 500 107 812 500 12th Repayment date 1 562 500 81 250 000 - 25 000 000 1 562 500 106 250 000 13th Repayment date 1 562 500 79 687 500 - 25 000 000 1 562 500 104 687 500 14th Repayment date 1 562 500 78 125 000 - 25 000 000 1 562 500 103 125 000 15th Repayment date 1 562 500 76 562 500 - 25 000 000 1 562 500 101 562 500 16th Repayment date 1 562 500 75 000 000 - 25 000 000 1 562 500 100 000 000 17th Repayment date 1 562 500 73 437 500 - 25 000 000 1 562 500 98 437 500 18th Repayment date 1 562 500 71 875 000 - 25 000 000 1 562 500 96 875 000 19th Repayment date 1 562 500 70 312 500 - 25 000 000 1 562 500 95 312 500 20th Repayment date 1 562 500 68 750 000 - 25 000 000 1 562 500 93 750 000

SIGNATORIES Borrower: FLEX VOLUNTEER LIMITED Name: Kristian Wangsfjord Title: Attorney-in-Fact Guarantor and Intermediate Parent: FLEX LNG FLEET LIMITED Name: Kristian Wangsfjord Title: Attorney-in-Fact Agent: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) By:------------- Name: Title: By:------------- Name: Title: Arranger: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) By:------------- Name: Title: 10127241/1 Guarantor and Ultimate Parent: FLEX LNG LTD. By:;; c:t;z.z;;;;:2 Name: Kristian Wangsfjord Title: Attorney-in-Fact Security Agent: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL By:------------- Name: Title: By:------------ Name: Title: Lender: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) By:------------- Name: Title: 113

SIGNATORIES Borrower: FLEX VOLUNTEER LIMITED By:-- ------- --- Name: Title: Guarantor and Intermediate Parent: Guarantor and Ultimate Parent: FLEX LNG FLEET LIMITED FLEX LNG LTD. By:-------------- By:--- ---------- Name: Name: Title: Title: Agent: Security Agent: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) SKANDINAVISKA ENSKILDA BANKEN AB (PUBL By:_....,.c...._..,_.,&+--+-+-�'----- By: ---"---1-.,,L+.,.q_-,£------"<---,L.----- Name: Name: Title: Title: By: ___ --+-,,'-----,'-,'--1----,£.----- Name: Title: Arranger: Lender: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) By: �.L--�.L---'-.JL-..P:::..------=.:=-,�--- By: __ ---+"--/-,li<---,,�---+---- Name: Name: Title: Title: 10127241/1 113

Arranger: NORDEA BANK ABP, FILIAL I NORGE By: -.,<-------p--.....,.,.---,1'----- Name: Title: Arranger: Ni o isje Attorney-in-fact CITIGROUP GLOBAL MARKETS LIMITED By:------------ Name: Title: Hedge Provider: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) By: -"---r,.-"---c-;;,"'---;,ff?"'-----,,......._- - Name: Title: 10127241/1 Lender: NORDEA BANK ABP, FILIAL I N Name: Title: Lender: CITIBANK N.A., LONDON BRANCH By:------------- Name: Title: Hedge Provider: NORDEA BANK ABP Name: Title: 114

Arranger: Lender: NORDEA BANK ABP, FILIAL I NORGE NORDEA BANK ABP, FILIAL I NORGE By: By: Name: Name: Title: Title: Arranger: Lender: CITIGROUP GLOBAL MARKETS LIMITED CITIBANK N.A., LONDON BRANCH By: By: Name: Name: Title: Title: Hedge Provider: Hedge Provider: SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) NORDEA BANK ABP By: By: Name: Name: Title: Title:


☐			REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

☒			ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

			For the fiscal year ended December 31, 2020

OR

☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

			For the transition period from _________________ to _________________

OR

☐			SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

			Date of event requiring this shell company report:


Bermuda
Telephone:	+1	441	295 69 35
Facsimile:	+1	441	295 3494

(Name, Telephone, E-mail and/or Facsimile, and address of Company Contact Person)


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Ordinary Shares, par value $0.10 per share	FLNG	New York Stock Exchange


☒			U.S. GAAP
☐			International Financial Reporting Standards as issued by the international Accounting Standards Board
☐			Other


		Page
PART I		1

ITEM 1.	IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS	1
ITEM 2.	OFFER STATISTICS AND EXPECTED TIMETABLE	1
ITEM 3.	KEY INFORMATION	1
ITEM 4.	INFORMATION ON THE COMPANY	34
ITEM 4A.	UNRESOLVED STAFF COMMENTS	54
ITEM 5.	OPERATING AND FINANCIAL REVIEW AND PROSPECTS	55
ITEM 6.	DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES	68
ITEM 7.	MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS	72
ITEM 8.	FINANCIAL INFORMATION	74
ITEM 9.	THE OFFER AND LISTING	75
ITEM 10.	ADDITIONAL INFORMATION	75
ITEM 11.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	82
ITEM 12.	DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES	83

PART II		84

ITEM 13.	DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES	84
ITEM 14.	MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS	84
ITEM 15.	CONTROLS AND PROCEDURES	84
ITEM 16.	RESERVED	85
ITEM 16A.	AUDIT COMMITTEE FINANCIAL EXPERT.	85
ITEM 16B.	CODE OF ETHICS	85
ITEM 16C.	PRINCIPAL ACCOUNTANT FEES AND SERVICES	85
ITEM 16D.	EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES	86
ITEM 16E.	PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS	86
ITEM 16F.	CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT	86
ITEM 16G.	CORPORATE GOVERNANCE	87
ITEM 16H.	MINE SAFETY DISCLOSURE	87

PART III		88

ITEM 17.	FINANCIAL STATEMENTS	88
ITEM 18.	FINANCIAL STATEMENTS	88
ITEM 19.	EXHIBITS	89


FLEX LNG Ltd.
(Exact name of Registrant as specified in its charter)

(Translation of Registrant's name into English)

Bermuda
(Jurisdiction of incorporation or organization)

Par-La-Ville Place
14 Par-La-Ville Road
Hamilton
HM08
Bermuda
(Address of principal executive offices)
With copies to:
James Ayers, Company Secretary
Par-La-Ville Place
14 Par-La-Ville Road
Hamilton
HM08


STATEMENT OF INCOME	Year ended December 31,
(In thousands of $, except per share data)	2020		2019		2018		2017
Vessel operating revenues	164,464		119,967		77,209		27,329
Voyage expenses	(3,697)		(6,284)		(5,177)		(6,658)
Vessel operating expenses	(36,999)		(22,423)		(20,984)		(29,874)
Administrative expenses	(6,302)		(7,506)		(4,639)		(3,409)
Depreciation	(41,846)		(28,747)		(17,412)		(2)
Operating income/(loss)	75,620		55,007		28,997		(12,614)
Interest income	327		1,073		607		123
Interest expense	(41,805)		(33,875)		(17,781)		(234)
Write-off of debt issuance costs	—		(3,388)		—		—
Gain/(loss) on derivatives	(25,182)		(1,555)		—		—
Other financial items	(771)		(113)		(54)		2,334
Income/(loss) before tax	8,189		17,149		11,769		(10,391)
Income tax expense/(benefit)	(84)		(182)		10		(17)
Net income/(loss)	8,105		16,967		11,779		(10,408)

Earnings/(loss) per share	$	0.15	$	0.31	$	0.29	$	(0.34)

Dividends declared per share	$	0.20	$	0.10	$	—	$	—

CASH FLOW DATA	Year ended December 31,
(In thousands of $)	2020		2019		2018		2017
Net cash provided by (used in) operating activities	89,304		51,526		35,714		(17,752)
Net cash used in investing activities	(691,393)		(291,542)		(584,433)		(77,714)
Net cash provided by financing activities	603,321		313,998		593,855		103,988


BALANCE SHEET DATA	As of December 31,
(In thousands of $, except ordinary share data)		2020	2019	2018	2017
Total current assets		157,845	143,890	60,425	17,570
Total assets		2,304,020	1,641,282	1,294,386	684,510
Total long term debt		(1,337,013)	(744,283)	(431,602)	(160,000)
Total current liabilities		(131,832)	(57,732)	(35,460)	(4,409)
Total liabilities		(1,468,845)	(802,017)	(467,062)	(164,409)
Net assets		835,175	839,265	827,324	520,101
Number of shares issued and outstanding		53,907,787	54,110,584	54,099,929	36,797,238
Total equity		(835,175)	(839,265)	(827,324)	(520,101)


	Year ended December 31,
(unaudited in thousands of $)	2020	2019
Flex Ranger and Flex Rainbow	—	(500)
Flex Constellation and Flex Courageous	(121)	287,032
Flex Aurora and Flex Amber	300,085	—
Flex Artemis(1), Flex Resolute and Flex Freedom	391,426	—

Total	691,390	286,532


(In thousands of U.S. dollars)	Total	Less than 1 year	1-3 years	3-5 years	More than 5 years
Newbuilding commitments	382,200	382,200	—	—	—
Long-term debt obligations (1)(2)	1,419,259	68,340	146,055	596,971	607,893
Interest on floating rate debt (3)	155,575	29,709	54,585	38,132	33,150
Interest on fixed rate debt	115,425	16,791	31,241	27,822	39,571
Total	2,072,460	497,040	231,881	662,924	680,614


Director	2020	2019	2018
David McManus	100,000	100,000	100,000
Ola Lorentzon	40,000	40,000	40,000
Nikolai Grigoriev	40,000	40,000	40,000
Steen Jakobsen	—	—	—
Marius Hermansen (former director)	40,000	40,000	40,000
João Saraiva E Silva (former director)	33,443	12,055	—
Georgina Sousa (former director)	—	—	9,484
Total	253,443	232,055	229,484


	Number of options
Director or Officer	Total	Vested	Weighted average exercise price		Expiration Date
Øystein Kalleklev	60,000	40,000	$	13.70	August 2023

Harald Gurvin	30,000	20,000	$	17.00	November 2023


	Ordinary Shares Beneficially Owned
Name	Number	Percentage(1)
Geveran Trading Co. Ltd.(2)	24,678,811	46.2	%
Janus Henderson Group Plc (3)	2,849,068	5.3	%
Donald Smith & Co. Inc. (4)	2,833,190	5.3	%


Date paid	Dividends per share
December 17, 2020	$	0.10
March 25, 2020	$	0.10
December 18, 2019	$	0.10


Period	Total number of shares purchased	Average price paid per share (3)		Total Number of Shares Purchased as Part of Publicly Announced Programs	Maximum Number of Shares that May Yet Be Purchased Under the Programs
November 2020 (1)	31,900	$	7.56	31,900	4,078,684
December 2020 (1)	170,897	$	8.31	170,897	3,907,787
January 2021 (1)	97,203	$	9.51	97,203	3,810,584
February 2021 (1)	180,000	$	8.90	180,000	3,630,584
March 2021 (1) (2)	191,000	$	8.40	191,000	3,439,584


NONE
(Title of class)


NONE
(Title of class)


The financial statements beginning on page F-1 through F-28, together with the respective reports of the Independent Registered Public Accounting firm therefore, are filed as a part of this annual report.



Index to Consolidated Financial Statements of FLEX LNG Ltd.			F-1

Report of Independent Registered Public Accounting Firm			F-2

Consolidated Statements of Operations for the years ended December 31, 2020, 2019 and 2018			F-3

Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2020, 2019 and 2018			F-4

Consolidated Balance Sheets as of December 31, 2020 and 2019			F-5

Consolidated Statements of Cash Flows for the years ended December 31, 2020, 2019 and 2018			F-6

Consolidated Statements of Changes in Equity for the years ended December 31, 2020, 2019 and 2018			F-7

Notes to the Consolidated Financial Statements			F-8


1.1			Memorandum of Continuance of FLEX LNG Ltd.*

1.2			Bye-laws of FLEX LNG Ltd.*

2.1			Form of Ordinary Share Certificate*

2.2			Description of Securities registered Pursuant to Section 12 of the Securities Exchange Act of 1934

4.1			Flex Rainbow Sale and Leaseback Agreement**

4.2			Flex Endeavour Sale and Time Charter Agreement**

4.3			Flex Enterprise Sale and Time Charter Agreement**

4.4			Memorandum of Agreement for the Flex Aurora*

4.5			Memorandum of Agreement for the Flex Amber*

4.6			Memorandum of Agreement for the Flex Freedom*

4.7			Memorandum of Agreement for the Flex Artemis* (formally known as Flex Reliance)

4.8			Memorandum of Agreement for the Flex Resolute*

4.9			Memorandum of Agreement for the Flex Vigilant*

4.10			Memorandum of Agreement for the Flex Volunteer*

4.11			$100 Million Facility*

4.12			$629 Million Term Loan Facility*

4.13			$250 Million Term Loan Facility*

4.14			Flex Amber Sale and Leaseback Agreement **

4.15			$125 Million Facility

8.1			List of Subsidiaries

12.1			Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended

12.2			Certification of the Principal Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended

13.1			Principal Executive Officer Certifications pursuant to 18 U.S.C. Section 1350 as adopted, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002



13.2			Principal Financial Officer Certifications pursuant to 18 U.S.C. Section 1350 as adopted, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002


FLEX LNG Ltd. (registrant)
By:			/s/ Oystein Kalleklev
			Name: Oystein Kalleklev
			Title: Chief Executive Officer of Flex LNG Management AS (Principal Executive Officer of FLEX LNG Ltd.)


/s/ Ernst & Young AS

We have served as the Company’s auditor since 2007.

Bergen, Norway

March 17, 2021


(in thousands of $, except share data)	2020	2019

ASSETS
Current assets
Cash and cash equivalents	128,878	129,005
Restricted cash	84	93
Inventory	3,656	2,686
Receivables due from related parties	166	315
Other current assets	25,061	11,791
Total current assets	157,845	143,890
Non-current assets
Derivative instruments	109	636
Vessel purchase prepayments	289,600	349,472
Vessels and equipment, net	1,856,461	1,147,274
Other fixed assets	5	10
Total non-current assets	2,146,175	1,497,392
Total Assets	2,304,020	1,641,282

LIABILITIES AND EQUITY
Current liabilities
Current portion of long-term debt	(64,466)	(34,566)
Derivative instruments	(23,434)	(2,371)
Payables due to related parties	(312)	(96)
Accounts payable	(3,373)	(582)
Other current liabilities	(40,247)	(20,117)
Total current liabilities	(131,832)	(57,732)
Non-current liabilities
Long-term debt	(1,337,013)	(744,283)
Other non-current liabilities	—	(2)
Total non-current liabilities	(1,337,013)	(744,285)
Total liabilities	(1,468,845)	(802,017)
Equity
Share capital (2020: 54,110,584 (2019: 54,110,584) shares issued, par value $0.10 per share)	(5,411)	(5,411)
Treasury shares at cost (December 31, 2020: 202,797 (December 31, 2019: nil))	1,661	—
Additional paid in capital	(1,190,333)	(1,190,049)
Accumulated deficit	358,908	356,195
Total equity	(835,175)	(839,265)
Total Liabilities and Equity	(2,304,020)	(1,641,282)


Supplemental Information
Interest paid	(37,075)	(35,955)	(12,958)
Income tax paid	(176)	(58)	—


(in thousands of $, except number of shares)	2020	2019	2018

Number of shares outstanding
Balance at beginning of year	54,110,584	54,099,929	36,797,238
Shares issued	—	10,655	17,302,691
Treasury shares purchased	(202,797)	—	—
Balance at end of year	53,907,787	54,110,584	54,099,929

Share capital
Balance at beginning of year	5,411	5,410	3,680
Shares issued	—	1	1,730
Balance at end of year	5,411	5,411	5,410

Treasury shares
Balance at beginning of year	—	—	—
Treasury shares purchased at cost	(1,661)	—	—
Balance at end of year	(1,661)	—	—

Additional paid in capital
Balance at beginning of year	1,190,049	1,189,665	895,951
Shares issued	—	125	293,645
Stock option expense	284	259	69
Balance at end of year	1,190,333	1,190,049	1,189,665

Other comprehensive income
Balance at beginning of year	—	—	66
Other comprehensive income	—	—	(66)
Balance at end of year	—	—	—

Accumulated deficit
Balance at beginning of year	(356,195)	(367,751)	(379,530)
Net income	8,105	16,967	11,779
Dividends paid	(10,818)	(5,411)	—
Balance at end of year	(358,908)	(356,195)	(367,751)
Total equity	835,175	839,265	827,324


(in thousands of $)	Vessels and equipment	Dry-docking	Total
Cost
At December 31, 2018	819,884	10,000	829,884
Additions	—	—	—
Newbuildings	358,531	5,000	363,531
Disposals	—	—	—
At December 31, 2019	1,178,415	15,000	1,193,415
Additions	(121)	—	(121)
Newbuildings	741,147	10,000	751,147
Disposals	—	—	—
At December 31, 2020	1,919,441	25,000	1,944,441

Accumulated depreciation
At December 31, 2018	(15,931)	(1,475)	(17,406)
Charge	(26,280)	(2,455)	(28,735)
Disposals	—	—	—
At December 31, 2019	(42,211)	(3,930)	(46,141)
Charge	(38,159)	(3,680)	(41,839)
Disposals	—	—	—
At December 31, 2020	(80,370)	(7,610)	(87,980)

Net book value
At December 31, 2018	803,953	8,525	812,478
At December 31, 2019	1,136,204	11,070	1,147,274
At December 31, 2020	1,839,071	17,390	1,856,461


(in thousands of $, except share data)	Shares outstanding	Share Capital	Treasury shares	Additional paid in capital
Ordinary shares - issued and fully paid:
At December 31, 2018	54,099,929	5,410	—	1,189,665
Shares issued	10,655	1	—	125
Share option amortization	—	—	—	259
At December 31, 2019	54,110,584	5,411	—	1,190,049
Shares repurchased	(202,797)	—	(1,661)	—
Share option amortization	—	—	—	284
At December 31, 2020	53,907,787	5,411	(1,661)	1,190,333


	April 2020		September 2018		November 2018
Risk free interest rate	0.39	%	2.82	%	2.32	%
Expected life (years)	5		5		5
Expected volatility	48.8	%	32.0	%	52.0	%
Expected dividend yield	—	%	—	%	—	%


	Number of non-vested options	Number of vested options	Weighted average exercise price per share ($)	Weighted average remaining contractual term (years)	Weighted average grant date fair value ($)
At December 31, 2017	—	—	—	0.0	—
Granted during the year	141,000	—	15.00	5.0	15.00
Converted during the year	—	—	—	0.0	—
Forfeited during the year	—	—	—	0.0	—
Expired during the year	—	—	—	0.0	—
Vested during the year	—	—	—	0.0	—
At December 31, 2018	141,000	—	15.00	4.6	15.00
Granted during the year	—	—	—	0.0	—
Converted during the year	—	—	—	0.0	—
Forfeited during the year	—	—	—	0.0	—
Expired during the year	—	—	—	0.0	—
Vested during the year	(47,000)	47,000	—	0.0	—
At December 31, 2019	94,000	47,000	14.90	3.6	15.00
Granted during the year	45,000	—	7.63	5.0	7.63
Converted during the year	—	—	—	0.0	—
Forfeited during the year	—	—	—	0.0	—
Expired during the year	—	—	—	0.0	—
Vested during the year	(47,000)	47,000	—	0.0	—
At December 31, 2020	92,000	94,000	11.61	3.0	13.17


(in thousands of $)	Notional principal	Inception date	Maturity date	Fixed Interest Rate
Receiving floating, pay fixed	25,000	June 2019	June 2024	2.00	%
Receiving floating, pay fixed	50,000	June 2019	June 2024	2.15	%
Receiving floating, pay fixed	50,000	June 2019	June 2024	2.15	%
Receiving floating, pay fixed	25,000	September 2019	June 2024	1.38	%
Receiving floating, pay fixed	25,000	September 2019	June 2024	1.40	%
Receiving floating, pay fixed	75,000	June 2020	June 2025	1.39	%
Receiving floating, pay fixed	50,000	July 2020	July 2025	1.38	%
Receiving floating, pay fixed	25,000	July 2020	July 2025	1.38	%
Receiving floating, pay fixed	75,000	July 2020	July 2025	1.43	%
Receiving floating, pay fixed	49,375	August 2020	August 2025	0.35	%
Receiving floating, pay fixed	24,688	August 2020	August 2025	0.35	%
Receiving floating, pay fixed	35,000	September 2020	September 2025	1.03	%
Receiving floating, pay fixed	25,000	September 2020	September 2025	1.22	%
Receiving floating, pay fixed	25,000	September 2020	September 2025	1.22	%
Receiving floating, pay fixed	25,000	September 2020	September 2025	0.37	%
Receiving floating, pay fixed	50,000	October 2020	October 2025	0.41	%
Receiving floating, pay fixed	41,667	February 2021	February 2026	0.45	%
Receiving floating, pay fixed	83,333	February 2021	February 2026	0.45	%


(in thousands of $)	Long-term debt obligations	Newbuildings	Total
2021	68,340	382,200	450,540
2022	72,621	—	72,621
2023	73,434	—	73,434
2024	329,519	—	329,519
2025	267,452	—	267,452
Thereafter	607,893	—	607,893
Total	1,419,259	382,200	1,801,459


(in thousands of $)
2021						95,136
2022						19,202
2023						14,600
2024						14,640
2025						9,130
Thereafter						—
Total						152,708


Delaware						Bermuda

Dividends
Under Delaware law, unless otherwise provided in a corporation's certificate of incorporation, directors may declare and pay dividends upon the shares of its capital stock either (i) out of its surplus or (ii) if the corporation does not have surplus, out of its net profits for the fiscal year in which the dividend is declared and/or the preceding fiscal year. The excess, if any, at any given time, of the net assets of the corporation over the amount so determined to be capital is surplus. Net assets means the amount by which total assets exceed total liabilities. Dividends may be paid in cash, in property, or in shares of the corporation's capital stock.						Under the Companies Act, a company may declare and pay a dividend, or make a distribution out of contributed surplus, provided there are reasonable grounds for believing that after any such payment (a) the company will be able to pay its liabilities as they become due and (b) the realizable value of its assets will be greater than its liabilities. (Companies Act § 54).

Directors
Number of board members shall be fixed by, or in a manner provided by, the bylaws, unless the certificate of incorporation fixes the number of directors, in which case a change in the number shall be made only by amendment of the certificate of incorporation.						The maximum number of directors may be set by the shareholders at a general meeting or in accordance with the bye-laws. The maximum number of directors is usually fixed by the shareholders at the annual general meeting and may be fixed at a special general meeting. Only the shareholders may increase or decrease the number of directors’ seats last approved by the shareholders. If the maximum number of directors fixed by the shareholders has not been elected by the shareholders, the shareholders may authorize the board of directors to fill any vacancies. (Companies Act §91).


Dissenter’s Rights of Appraisal
Appraisal rights shall be available for the shares of any class or series of stock of a corporation in a merger or consolidation, subject to limited exceptions, such as a merger or consolidation of corporations listed on a national securities exchange in which listed stock is the offered consideration.						In the event of an amalgamation or merger of a Bermuda company with another company or corporation, a shareholder of the Bermuda company who did not vote in favor of the amalgamation or merger and is not satisfied that fair value has been offered for such shareholder’s shares may, within one month of notice of the shareholders meeting, apply to the Supreme Court of Bermuda to appraise the fair value of those shares. (Companies Act § 106(6)).
Shareholder Derivative Actions


Class actions and derivative actions generally are available to shareholders under Delaware law for, among other things, breach of fiduciary duty, corporate waste and actions not taken in accordance with applicable law. In any derivative suit instituted by a shareholder or a corporation, it shall be averred in the complaint that the plaintiff was a shareholder of the corporation at the time of the transaction of which he complains or that such shareholder's stock thereafter developed upon such shareholder by operation of law.						Generally, class actions and derivative actions are not available to shareholders under Bermuda law. (See generally, Bermuda Companies Act). Bermuda courts, however, would ordinarily be expected to permit a shareholder to commence an action in the name of a company to remedy a wrong to the company where the act complained of is alleged to be beyond the corporate power of the company or illegal, or would result in the violation of the bye-laws. Bermuda courts would further give consideration to acts that are alleged to constitute a fraud against the minority of shareholders, or, for instance, where an act requires the approval of a greater percentage of the company's shareholders than that which actually approved it.
Shareholder Meetings and Voting Rights
Shareholder meetings may be held at such times and places as designated in the certificate of incorporation or the bylaws, or if not so designated, as determined by the Board of Directors. Special meetings of the shareholders may be called by the Board of Directors or by such person or persons as may be authorized by the certificate of incorporation or by the bylaws, or if not so designated, as determined by the Board of Directors. Written notice shall be given not less than 10 nor more than 60 days before the meeting. Whenever shareholders are required to take any action at a meeting, a written notice of the meeting shall be given which shall state the place, if any, date and hour of the meeting, and the means of remote communication, if any. Shareholder meetings may be held within or without the State of Delaware. Any action required to be taken by a meeting of shareholders may be taken without a meeting if a consent for such action is in writing and is signed by shareholders having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and voted.						Shareholder meetings may be called by the Board of Directors and must be called upon the request of shareholders holding not less than 10% of the paid-up capital of the company carrying the right to vote at a general meeting. (Companies Act §74(1)). Special meetings may be convened by the Board of Directors whenever they see fit, and the meetings shall be called special general meetings. (Companies Act §71(1)). May be held in or outside of Bermuda. Notice: •Notice of all general meetings shall specify the place, the day and hour of the meeting. (Companies Act §71(3)). •Notice of special general meetings shall specify the place, the day, hour and general nature of the business to be considered at the meeting. (Companies Act §71(3)). •Notwithstanding any provision in the bye-laws of a company, at least five days’ notice shall be given of a company meeting. (Companies Act §75(1)). The accidental omission to give notice to, or the non-reciept of a notice of a meeting by any person entitled to receive notice does not invalidate the proceedings. (Companies Act §71(4)).
						Generally, any action which may be done by resolution of a company in a general meeting may be done by resolution in writing. (Companies Act §77A).


						Shareholders may act by written resolution to elect directors, but may not act by written resolution to remove directors. (Companies Act §77A(6)(b)). Except as otherwise provided in the bye-laws of a company or the Companies Act, any action or resolution requiring the approval of the shareholders may be passed by a simple majority of votes cast (Companies Act §77(2)). A shareholder may authorize another person or persons to act for him by proxy. (Companies Act §77(1)). The bye-laws may specify the number to constitute a quorum for a general meeting of the Company. In the case of a company having only one member, one member present in person or by proxy constitutes the necessary quorum. (Companies Act § 71(5)). The bye-laws may provide for cumulative voting in the election of directors. (Companies Act §77).