AMENDMENT NO. 2 TO MANAGEMENT AND ADMINISTRATIVE SERVICES AGREEMENT
AMENDMENT NO. 2 TO MANAGEMENT AND ADMINISTRATIVE SERVICES AGREEMENT
THIS AMENDMENT NO. 2 (this “Amendment”) to the Management and Administrative Services Agreement, effective as of April 1, 2016 (as amended by an amendment No. 1 on March 19, 2018, the “MSA”), is made and entered into effective as of May 1, 2020 (the “Effective Date”), by and between GOLAR LNG PARTNERS LP, a limited partnership duly organized and existing under the laws of the Xxxxxxxx Islands with its registered office at Trust Company Complex, Ajeltake Island, Ajeltake Road, Majuro, Xxxxxxxx Islands MH96960 (“GLP”), and GOLAR MANAGEMENT LTD, a company duly organized and existing under the laws of the United Kingdom with its registered office at 6th Floor, The Zig Zag, 00 Xxxxxxxx Xxxxxx, Xxxxxx, XX0X 0XX, Xxxxxx Xxxxxxx (“GML” and, together with GLP, the “Parties”).
WHEREAS, GLP and GML entered into the MSA in order to allow GML to provide management and support services to GLP;
WHEREAS, pursuant to Section 3(a) of the MSA, GML caused certain of its officers and directors set forth on Schedule B thereto to perform management services for GLP;
WHEREAS, in accordance with the Third Amended and Restated Agreement of Limited Partnership of GLP, dated October 31, 2017, GLP’s Board of Directors appointed Xxxxxx Xxxxxxxx as the principal executive officer of GLP with effect from October 1, 2019;
WHEREAS, in accordance with the Third Amended and Restated Agreement of Limited Partnership of GLP, dated October 31, 2017, GLP’s Board of Directors appointed Xxxx Fredrik Staubo as the principal executive officer of GLP to replace Xxxxxx Xxxxxxxx with effect from May 1, 2020 (the “Appointment”); and
WHEREAS, GLP and GML desire to amend the MSA to reflect the Appointment.
NOW THEREFORE, in consideration of the premises and the covenants, conditions, and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:
SECTION 1. Amendment to Schedule B. Schedule B of the MSA shall be deleted in its entirety and shall be replaced with the schedule attached hereto as Schedule B.
SECTION 2. Governing Law. This Amendment shall be governed by the laws of the United Kingdom.
SECTION 3. Counterparts. This Amendment may be executed in one or more signed counterparts, facsimile or otherwise, which shall together form one instrument.
[Signature page follows]
IN WITNESS WHEREOF, the Parties have executed this Amendment by their duly authorized signatories with effect on the Effective Date.
By: /s/ Xxxxxxxx Xxxxx
Name: Xxxxxxxx Xxxxx
Title: Director
GOLAR MANAGEMENT LTD
By: /s/ Xxxx Xxxx
Name: Xxxx Xxxx
Title: Director
[Signature Page to Amendment No. 2 to Management and Administrative Services Agreement]
SCHEDULE B
MANAGERS PROVIDING MANAGEMENT SERVICES
| Name | Position with GML | Services to be provided to GLP | ||||||
| Xxxx Xxxxxxx Xxxxxx | •Chief Executive Officer for Golar LNG Partners | •Chief Executive Officer | ||||||
| Xxxxxxx Xxxx | •Chief Operating Officer | Chief Operating Officer | ||||||
