Common use of TITLE AND SECURITY Clause in Contracts

TITLE AND SECURITY. 22.1 Title in and to each Vessel as it is constructed shall progressively vest and, once vested shall in all events remain in the Owner, not the Builder, provided that Owner is current in its payment obligations. Title to all Materials and equipment or other items furnished by Builder shall vest in Owner when the same is either (a) actually installed or incorporated in the Work, or (b) delivered to the yard or other locations and identified with the Vessel or marked by Builder or Owner’s Representative as pertaining to the Vessel prior to incorporation into the Work, whichever occurs sooner. Without regard to the provisions of this Article 23.1, the Builder shall be subject to the risk of loss of each Vessel and its Materials and the Work until each completed Vessel is delivered to and accepted by the Owner as provided in this Agreement. Owner’s title to the Vessels, the Materials and the Work is subject to a possessory lien in favor of Builder to the extent, if any, that Builder has not been paid. 22.2 If, notwithstanding the express provision of Article 23.1 or otherwise of this Agreement, any Vessel or any of the property to which Owner holds title as described in this Article, is for any reason deemed by any court of competent jurisdiction not to be the property of, and owned by, the Owner, the Builder, to the extent it has any interest therein, alternatively hereby grants a first priority security interest in such Vessel(s) and all of such property in favor of the Owner. The security interest granted hereby in the alternative shall secure all of Builder’s Contract No. 1420110868 45 November 14, 2011 Initials ▇▇▇▇▇▇▇▇ OFFSHORE SERVICES, LLC CONFIDENTIAL obligations to the Owner under this Agreement. The Owner shall have the right to file without any further consent or signature of the Builder one or more UCC-1 Financing Statements against the Builder covering any or all of the Vessels and any or all of such property. In such Financing Statement(s) Owner shall be entitled to give notice of its ownership of the Vessel(s) and other property, and in the alternative, its security interest therein. 22.3 Immediately upon any property described in this Article becoming or being deemed the property of the Owner under the provisions of this Article, the Builder shall conspicuously ▇▇▇▇ or cause to be marked on the bow of each Vessel, and also on all such other property or its packaging, the Builder’s Hull Numbers for each Vessel, and without prejudice to the Owner’s rights hereunder, the Builder shall take all necessary steps to cause all such property to be numbered and marked as aforesaid by itself or by its Suppliers and Subcontractors with all reasonable expedition. 22.4 The Builder shall use it best efforts to arrange its contractual arrangements with all of its Subcontractors and Suppliers such that full effect will be given to the title provisions of this Article and without limiting the foregoing, shall ensure that all property shall be supplied on the following conditions: (a) that the title to such property supplied by a Subcontractor or Supplier (whether in the course of construction or completed and whether before or after delivery to the Builder) shall vest immediately in the Builder (and thence, pursuant to Article 23.1, immediately in the Owner), subject only to the Subcontractor’s or Supplier’s possessory lien, if any, for any unpaid balance of the purchase price of such property: and (b) that the Subcontractor or Supplier shall not, upon receipt by it of the purchase price for such property, be entitled, as against the Owner, to claim any title or lien therein by reason of obligations or liabilities of the Builder to the Subcontractor of Supplier in respect of any other deliveries made by the Subcontractor or Supplier to the Builder, or for any other reason. 22.5 In addition to any other rights that may exist at common law or by statute or under this Agreement, the Builder shall be entitled to a possessory lien on each undelivered Vessel and on any Material furnished by Builder relating to such Vessel for any unpaid portion of the Contract Price for such Vessel that is then actually due and payable. Contract No. 1420110868 46 November 14, 2011 Initials ▇▇▇▇▇▇▇▇ OFFSHORE SERVICES, LLC CONFIDENTIAL

TITLE AND SECURITY. 22.1 Title in and to each Vessel as it is constructed shall progressively vest and, once vested shall in all events remain in the Owner, not the Builder, provided that Owner is current in its payment obligations. Title to all Materials and equipment or other items furnished by Builder shall vest in Owner when the same is either (a) actually installed or incorporated in the Work, or (b) delivered to the yard or other locations and identified with the Vessel or marked by Builder or Owner’s Representative as pertaining to the Vessel prior to incorporation into the Work, whichever occurs sooner. Without regard to the provisions of this Article 23.1, the Builder shall be subject to the risk of loss of each Vessel and its Materials and the Work until each completed Vessel is delivered to and accepted by the Owner as provided in this Agreement. Owner’s title to the Vessels, the Materials and the Work is subject to a possessory lien in favor of Builder to the extent, if any, that Builder has not been paid. 22.2 If, notwithstanding the express provision of Article 23.1 or otherwise of this Agreement, any Vessel or any of the property to which Owner holds title as described in this Article, is for any reason deemed by any court of competent jurisdiction not to be the property of, and owned by, the Owner, the Builder, to the extent it has any interest therein, alternatively hereby grants a first priority security interest in such Vessel(s) and all of such property in favor of the Owner. The security interest granted hereby in the alternative shall secure all of Builder’s Contract No. 1420110868 45 November 14, 2011 Initials ▇▇▇▇▇▇▇▇ OFFSHORE SERVICES, LLC CONFIDENTIAL obligations to the Owner under this Agreement. The Owner shall have the right to file without any further consent or signature of the Builder one or more UCC-1 Financing Statements against the Builder covering any or all of the Vessels and any or all of such property. In such Financing Statement(s) Owner shall be entitled to give notice of its ownership of the Vessel(s) and other property, and in the alternative, its security interest therein. 22.3 Immediately upon any property described in this Article becoming or being deemed the property of the Owner under the provisions of this Article, the Builder shall conspicuously ▇▇▇▇ or cause to be marked on the bow of each Vessel, and also on all such other property or its packaging, the Builder’s Hull Numbers for each Vessel, and without prejudice to the Owner’s rights hereunder, the Builder shall take all necessary steps to cause all such property to be numbered and marked as aforesaid by itself or by its Suppliers and Subcontractors with all reasonable expedition. 22.4 The Builder shall use it best efforts to arrange its contractual arrangements with all of its Subcontractors and Suppliers such that full effect will be given to the title provisions of this Article and without limiting the foregoing, shall ensure that all property shall be supplied on the following conditions: (a) that the title to such property supplied by a Subcontractor or Supplier (whether in the course of construction or completed and whether before or after delivery to the Builder) shall vest immediately in the Builder (and thence, pursuant to Article 23.1, immediately in the Owner), subject only to the Subcontractor’s or Supplier’s possessory lien, if any, for any unpaid balance of the purchase price of such property: and (b) that the Subcontractor or Supplier shall not, upon receipt by it of the purchase price for such property, be entitled, as against the Owner, to claim any title or lien therein by reason of obligations or liabilities of the Builder to the Subcontractor of Supplier in respect of any other deliveries made by the Subcontractor or Supplier to the Builder, or for any other reason. 22.5 In addition to any other rights that may exist at common law or by statute or under this Agreement, the Builder shall be entitled to a possessory lien on each undelivered Vessel and on any Material furnished by Builder relating to such Vessel for any unpaid portion of the Contract Price for such Vessel that is then actually due and payable. Contract No. 1420110868 46 November 14, 2011 Initials ▇▇▇▇▇▇▇▇ OFFSHORE SERVICES, LLC CONFIDENTIALInitials

TITLE AND SECURITY. 22.1 Title in and to each Vessel the Vessels as it is they are constructed shall progressively vest andvest, and once vested shall in all events remain remain, in the Owner, not the Builder, provided as the Vessels are constructed to the extent the Interim Installment Payment pertaining to that Owner is current in its payment obligationsportion of the Work has been paid by the Owner. Title to all Materials and equipment or other items furnished by the Builder shall vest in the Owner when the same is either (a) actually installed or incorporated in has been paid by the Work, or (b) delivered to the yard or other locations and identified with the Vessel or marked by Builder or Owner’s Representative as pertaining to the Vessel prior to incorporation into the Work, whichever occurs sooner. Without regard to the provisions of this Article 23.122.1, the Builder shall be subject to the risk of loss of each Vessel the Vessels and its their Materials and the Work until each completed Vessel and the ATB Unit is delivered to and accepted by the Owner and an executed Protocol of Delivery and Acceptance is delivered as provided in this Agreement. The Owner’s title to the Vessels, the Materials and the Work is subject to a possessory lien and any applicable security interest in favor of the Builder to the extent, if any, that the Builder has not been paid. 22.2 If, notwithstanding the express provision of Article 23.1 22.1 or otherwise of this Agreement, any Vessel the Vessels or any of the property to which the Owner holds title as described in this Article, is for any reason deemed by any court of competent jurisdiction not to be the property of, and owned by, the Owner, the Builder, to the extent it has any interest therein, alternatively hereby grants a first priority security interest in such Vessel(s) the Vessels and all of such property in favor of the Owner. The security interest granted hereby in the alternative shall secure all of the Builder’s Contract No. 1420110868 45 November 14, 2011 Initials ▇▇▇▇▇▇▇▇ OFFSHORE SERVICES, LLC CONFIDENTIAL obligations to the Owner under this AgreementArticle. The Owner shall have the right to file without any further consent or signature of the Builder one or more UCC-1 UCC 1 Financing Statements at Owner’s expense against the Builder covering any or all of the Vessels and any or all of such property. In such Financing Statement(s) the Owner shall be entitled to give notice of its ownership of the Vessel(s) Vessels and other property, and in the alternative, its security interest therein. PORTIONS OF THIS EXHIBIT HAVE BEEN REDACTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT UNDER RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED, MARKED WITH “[*]” AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. 22.3 Immediately upon any property described in this Article becoming or being deemed the property of the Owner under the provisions of this Article, the Builder shall conspicuously ▇▇▇▇ or cause to be marked on the bow of each the Vessel, and also on all such other property or its packaging, the Builder’s Hull Numbers Number for each the Vessel, and without prejudice to the Owner’s rights hereunder, the Builder shall take all necessary steps to cause all such property to be numbered and marked as aforesaid by itself or by its Suppliers and Subcontractors with all reasonable expedition. 22.4 The Builder shall use it best efforts to arrange its contractual arrangements with all of its Subcontractors and Suppliers such that full effect will be given to the title provisions of this Article and without limiting the foregoing, shall ensure that all property shall be supplied on the following conditions: (a) that the title to such property supplied by a Subcontractor or Supplier (whether in the course of construction or completed and whether before or after delivery to the Builder) shall vest immediately in the Builder (and thence, pursuant to Article 23.122.1, immediately in the Owner), subject only to the Subcontractor’s or Supplier’s possessory lien, if any, for any unpaid balance of the purchase price of such property: and (b) that the Subcontractor or Supplier shall not, upon receipt by it of the purchase price for such property, be entitled, as against the Owner, to claim any title or lien therein by reason of obligations or liabilities of the Builder to the Subcontractor of Supplier in respect of any other deliveries made by the Subcontractor or Supplier to the Builder, or for any other reason. 22.5 In addition to any other rights that may exist at common law or by statute or under this Agreement, the Builder shall be entitled to a possessory lien on each the undelivered Vessel Vessels and on any Material Materials furnished by the Builder relating to such Vessel the Vessels for any unpaid portion of the Contract Price for such Vessel the ATB Unit that is then actually due and payable. Contract No. 1420110868 46 November 14, 2011 Initials ▇▇▇▇▇▇▇▇ OFFSHORE SERVICES, LLC CONFIDENTIAL.