Name Höegh LNG AS Name Höegh LNG Fleet Management AS Place of registered office Drammensveien 134, 0277 Oslo, Norway Place of registered office Drammensveien 134, 0277 Oslo, Norway Law of registry Norway Law of registry Norway

EXHIBIT 10.15

1.

Date of Agreement 11 April 2014 PGN FSRU Lampung, IMO No. 9629524

Part 1

2.

Owners (name, place of registered office and law of registry) (Cl. 1)

3.

Managers (name, place of registered office and law of registry) (Cl. 1)

Name Höegh LNG AS

Name Höegh LNG Fleet Management AS

Place of registered office Xxxxxxxxxxxxx 000, 0000 Xxxx, Xxxxxx

Place of registered office Xxxxxxxxxxxxx 000, 0000 Xxxx, Xxxxxx

Law of registry Norway

Law of registry Norway

4.

Day and year of commencement of Agreement (Cl. 2) Date of delivery

5.

Crew Management (state “yes” or “no” as agreed) (Cl. 3.1) YES

6.

Technical Management (state “yes” or “no” as agreed) (Cl. 3.2) YES

7.

Commercial Management (state “yes” or “no” as agreed) (Cl. 3.3) NO

8.

Insurance Arrangements (state “yes” or “no” as agreed) (Cl. 3.4) YES

9.

Accounting services (state “yes” or “no” as agreed) (Cl. 3.5) YES

10.

Sale or purchase of the Vessel (state “yes” or “no” as agreed) (Cl. 3.6) NO

11.

Provisions (state “yes” or “no” as agreed) (Cl. 3.7) YES

12.

Bunkering (state “yes” or “no” as agreed) (Cl. 3.8) NO

13.

Chartering Services Period (only to be filled in if “yes” stated in Box 7) (Cl. 3.3(i)) NO

14.

Owners’ Insurance (state alternative (i), (ii) or (iii) of Cl.6.3) 6.3(ii)

15.

Annual Management Fee (state annual amount) (Cl. 8.1) USD 600,000

16.

Severance Costs (state maximum amount (Cl. 8.4(ii)) N/A

17.

Day and year of termination of Agreement (Cl. 17) As per Clause 17

18.

Law and Arbitration (state alternative 19.1, 19.2 or 19.3; if 19.3 place of arbitration must be slated) (Cl. 19) Clause 19.1, London

19.

Notices (state postal and cable address, telex and telefax number for serving notice and communication to the Owners) (Cl. 20) Höegh LNG AS, Xxxxxxxxxxxxx 000, XX Xxx 0 Xxxxxx, XX-0000 Xxxx, Xxxxxx, Tel. x00 0000 0000. Fax: x00 0000 0000

00.

Notices (state postal and cable address, telex and telefac number for serving notice and communication to the Managers) (Cl. 20) Höegh LNG Fleet Management AS, Xxxxxxxxxxxxx 000, XX Xxx 0 Xxxxxx, XX-0000 Xxxx, Xxxxxx. Tel: x00 0000 0000. Fax: x00 00000000

It is mutually agreed between the party stated in Box 2 and the party stated in Box 3 that this Agreement consisting of PART 1 and PART II as well as Annexes “A” (Details of Vessel), “B” (Details of Crew), “C” (Budget) and “D” (Associated vessels) attached hereto, shall be performed subject to the conditions contained herein. In the event of a conflict of conditions, the provisions of PART I and Annexes “A”, “B”, “C” and “D” shall prevail over those of PART II to the extent to such conflict but no further.

Signature(s) (Owners)

Signature(s) (Managers)

/s/ ROAR XXXX

/s/ PÅL GUNNULFSEN

Roar Xxxx, Director

Pål Gunnulfsen, General Manager

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

ANNEX “A” (DETAILS OF VESSEL OR VESSELS) TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT – CODE NAME: “XXXXXXX 98”

Date of Agreement

11 April 2014

Name of Vessel(s):

PGN FSRU Lampung, IMO 0000000, Call sign: JZRX

Particulars of Vessel(s):
Flag:		Indonesia
Ship Builder:		Hyundai Heavy Industries Co. Ltd.
Classification Society:		DNV/BKI
Built:		Feb 2013 (keellaid)
Classification designation:		A100 Liquified gas carrier (LNG) R, Ship type 2G, NAV-OC, EP+, RSD (F40), CPS, IW, SPM
Length:		297,4m
Breadth:		46m
Depth:		26m
Gross Tonnage (International):		127594
Net Tonnage (International):		64562
Engine:		Wärtsila 6650DF

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

ANNEX “B” (DETAILS OF CREW) TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT – CODE NAME: “XXXXXXX 98”

Date of Agreement

11 April 2014

Details of Crew:

The Vessel will be crewed by 26 to 30 qualified crew under normal trading conditions. The vessel will utilize mix of officers from Europe and Indonesia with Indonesian ratings.

Numbers		Rank		Nationality
1		Master
1		Ch. Off.
1		2nd Off.
1		3rd Off.
1		Ch. Eng.
1		2nd Eng.
2		3rd Eng.
1		Elec
1		Cargo Eng.
1		Bosun
4		AB
4		OS
2		Fitter
3		Oiler
1		Wiper
1		Ch. Xxxx
1		2nd Xxxx
2		Xxxxxxx

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

ANNEX “C” (BUDGET) TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT – CODE NAME: “XXXXXXX 98”

Date of Agreement

11 April 2014

Managers’ Budget for the first year with effect from the Commencement Date of this Agreement

		USD
Maritime personnel expenses:			2,854,300
Services and Spares:			1,241,000
Consumables:			310,250
Technical management fee:			600,00
Based on 365 days/12 months

TOTAL:: 13,715/day

Vessel insurance to be arranged by Owner in accordance with Clause 6.

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

ANNEX “D” (ASSOCIATED VESSELS) TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT – CODE NAME: “XXXXXXX 98”

NOTE: PARTIES SHOULD BE AWARE THAT BY COMPLETING THIS ANNEX “D”

THEY WILL BE SUBJECT TO THE PROVISIONS OF SUB-CLAUSE 18.1(I) OF THIS

AGREEMENT.

Date of Agreement

Details of Associated Vessels:

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II

“XXXXXXX 98” Standard Ship Management Agreement

1.		Definitions				1						arrangements, pension administration and insurances for		57
		In this Agreement save where the context otherwise requires,				2						the Crew other than those mentioned in Clause 6;		58
		the following words and expressions shall have the meanings				3				(ii)		ensuring that the applicable requirements of the law of the		59
		hereby assigned to them.				4						flag of the Vessel are satisfied in respect of xxxxxxx levels,		60
												rank, qualification and certification of the Crew and		61
		“Owners” means the party identified in Box 2.				5						employment regulations including Crew’s tax, social		62
		“Managers” means the party identified in Box 3.				6						insurance, discipline and other requirements;		63
		“Vessel” means the vessel or vessels details of which are set				7				(iii)		ensuring that all members of the Crew have passed a medical		64
		out in Annex “A” attached hereto.				8						examination with a qualified doctor certifying that they are fit		65
		“Crew” means the Master, and the officers as provided by the				9						for the duties for which they are engaged and are in possession		66
		Manager to the Vessel at any time and ratings of the numbers,										of valid medical certificates issued in accordance with		67
		rank and nationality as per the Manager’s at any time current				10						appropriate flag State requirements. In the absence of		68
		crewing procedures and manuals specified in Annex “B” attached										applicable flag State requirements the medical certificate shall		69
		hereto.										be dated not more than three months prior to the respective		70
		“Crew Support Costs” means all expenses of a general nature				11						Crew members leaving their country of domicile and		71
		which are not particularly referable to any individual vessel for				12						maintained for the duration of their service on board the Vessel;		72
		the time being managed by the Managers and which are incurred				13				(iv)		ensuring that the Crew shall have a command of the English		73
		by the Managers for the purpose of providing an efficient and				14						language of a sufficient standard to enable them to perform		74
		economic management service and, without prejudice to the				15						their duties safely;		75
		generality of the foregoing, shall include the cost of crew standby				16				(v)		arranging transportation of the Crew, including repatriation;		76
		pay, training schemes for officers and ratings, cadet training				17				(vi)		training of the Crew and supervising their efficiency;		77
		schemes, sick pay, study pay, recruitment and interviews.				18				(vii)		conducting union negotiations;		78
		“Severance Costs” means the costs which the employer are				19				(viii)		operating the Managers’ drug and alcohol policy unless		79
		legally obliged to pay to or in respect of the Crew as a result of				20						otherwise agreed.		80
		the early termination of any employment contract for service on				21
		the Vessel.				22		3.2.		Technical Management				81
		“Crew Insurances” means insurances against crew risks which				23				(only applicable if agreed according to Box 6)				82
		shall include but not be limited to death, sickness, repatriation,				24				The Managers shall provide technical management which				83
		injury, shipwreck unemployment indemnity and loss of personal				25				includes, but is not limited to, the following functions:				84
		effects.				26				(i)		provision of competent personnel to supervise the		85
		“Management Services” means the services specified in sub-				27						maintenance and general efficiency of the Vessel;		86
		clauses 3.1 to 3.8 as indicated affirmatively in Boxes 5 to 12.				28				(ii)		arrangement and supervision of dry dockings, repairs,		87
		“ISM Code” means the International Management Code for the				29						alterations and the upkeep of the Vessel to the standards		88
		Safe Operation of Ships and for Pollution Prevention as adopted				30						required by the Owners provided that the Managers shall		89
		by the International Maritime Organization (IMO) by resolution				31						be entitled to incur the necessary expenditure to ensure		90
		A.741(18) or any subsequent amendment thereto.				32						that the Vessel will comply with the law of the flag of the		91
		“STCW 95” means the International Convention on Standards				33						Vessel and of the places where she trades, and all		92
		of Training, Certification and Watchkeeping for Seafarers, 1978,				34						requirements and recommendations of the classification		93
		as amended in 1995 or any subsequent amendment thereto.				35						society;		94
										(iii)		arrangement of the supply of necessary stores, spares and		95
2.		Appointment of Managers				36						lubricating oil;		96
		With effect from the day and year stated in Box 4 and continuing				37				(iv)		appointment of surveyors and technical consultants as the		97
		unless and until terminated as provided herein, the Owners				38						Managers may consider from time to time to be necessary;		98
		hereby appoint the Managers and the Managers hereby agree				39				(v)		development, implementation and maintenance of a Safety		99
		to act as the Managers of the Vessel.				40						Management System (SMS) in accordance with the ISM		100
		Each party acknowledge that the registered owner of the Vessel is										Code (see sub-clauses 4.2 and 5.3).		000
		XX Xxxxx XXX Lampung and that the Owners have entered into a Technical Information and Service Agreement dated on						3.3.		Commercial Management				102
		or about the date hereof.								(only applicable if agreed according to Box 7)				103
		The parties further refer to a Bridge Letter issued by the								The Managers shall provide the commercial operation of the				104
		registered owner whereby the Manager is recognized as the								Vessel, as required by the Owners, which includes, but is not				105
		Responsible Owner of the Vessel when she commences								limited to, the following functions:				106
		operation and is authorized to act and instruct on behalf of the								(i)		providing chartering services in accordance with the Owners’		107
		registered owner accordingly.										instructions which include, but are not limited to, seeking		108
3.		Basis of Agreement				41						and negotiating employment for the Vessel and the conclusion		109
		Subject to the terms and conditions herein provided, during the				42						(including the execution thereof) of charter parties or other		110
		period of this Agreement, the Managers shall carry out				43						contracts relating to the employment of the Vessel. If such a		111
		Management Services in respect of the Vessel as agents for				44						contract exceeds the period dated in Box 13, consent thereto		112
		and on behalf of the Owners. The Managers shall have authority				45						in writing shall first be obtained from the Owners.		113
		to take such actions as they may from time to time in their absolute				46				(ii)		arranging of the proper payment to Owners or their nominees		114
		discretion consider to be necessary to enable them to perform				47						of all hire and/or freight revenues or other moneys of		115
		this Agreement in accordance with sound ship management				48						whatsoever nature to which Owners may be entitled arising		116
		practice.				49						out of the employment of or otherwise in connection with the		117
												Vessel		118
		3.1 Crew Management				50				(iii)		providing voyage estimates and accounts and calculating of		119
		(only applicable if agreed according to Box 5)				51						hire, freights, demurrage and/or dispatch moneys due from		120
		The Managers shall provide suitably qualified Crew for the Vessel				52						or due to the charterers of the Vessel;		121
		as required by the Owners in accordance with the STCW95				53				(iv)		issuing of voyage instructions;		122
		requirements, provision of which includes but is not limited to				54				(v)		appointing agents;		123
		the following functions:				55
		(i)		selecting and engaging the Vessel’s Crew, including payroll		56

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II

“XXXXXXX 98” Standard Ship Management Agreement

		(vi)		appointing stevedores;		124						In accordance with sub-clause 3.2, the Owners shall procure that		186
		(vii)		arranging surveys associated with the commercial operation		125						the requirements of the law of the flag of the Vessel are satisfied		187
				of the Vessel.		126						and that they, or such other entity as may be appointed by them		188
												and identified to the Managers, shall be deemed to be the		189
		3.4 Insurance Arrangements’				127						“Company” as defined by the ISM Code assuming the responsibility		190
		(only applicable if agreed according to Box 8)				128						for the operation of the Vessel and taking over the duties and		191
		The Managers shall arrange insurances in accordance with				129						responsibilities posed by the ISM Code when applicable.		192
		Clause 6, on such terms and conditions as the Owners shall				130
		have instructed or agreed, in particular regarding conditions,				131		6.		Insurance Policies				193
		insured values, deductibles and franchises.				132				The Owners shall procure, whether by instructing the Managers				194
										under sub-clause 3.4 or otherwise, that throughout the period of				195
		3.5 Accounting Services				133				this Agreement:				196
		(only applicable if agreed according to Box 9)				134				6.1 at the Owners’ expense, the Vessel is insured for not less				197
		The Managers shall:				135				than her sound market value or entered for her full gross tonnage,				198
		(i)		establish an accounting system which meets the		136				as the case may be for:				199
				requirements of the Owners and provide regular accounting		137				(i)		usual hull and machinery marine risks (including crew		200
				services, supply regular reports and records,		138						negligence) and excess liabilities;		201
		(ii)		maintain the records of all costs and expenditure incurred		139				(ii)		protection and indemnity risks (including pollution risks and		202
				as well as data necessary or proper for the settlement of		140						Crew Insurance); and		203
				accounts between the parties.		141				(iii)		war risks (including protection and indemnity and crew risks)		204
										in accordance with the best practice of prudent owners of				205
		3.6 Sale or Purchase of the Vessel				142				vessels of a similar type to the Vessel, with first class insurance				206
		(only applicable if agreed according to Box 10)				143				companies, underwriters or associations (“the Owners’				207
		The Managers shall, in accordance with the Owners’ instructions,				144				Insurances”);				208
		supervise the sale or purchase of the Vessel, including the				145				6.2 all premiums and calls on the Owners’ Insurances are paid				209
		performance of any sale or purchase agreement, but not				146				promptly by their due date.				210
		negotiation of the same.				147				6.3 the Owners’ Insurances name the managers and, subject				211
										to underwriters’ agreement, any third party designated by the				212
		3.7 Provisions (only applicable if agreed according to Box 11)				148				Managers as a joint assured, with full cover, with the Owners				213
		The Managers shall arrange for the supply of provisions.				149				obtaining cover in respect of each of the insurances specified in				214
										sub-clause 6.1:				215
		3.8 Bunkering (only applicable if agreed according to Box 12)				150				(i)		on terms whereby Managers and any such third party		216
		The Managers shall arrange for the provision of bunker fuel of the				151						are liable in respect of premiums or calls arising in connection		217
		quality specified by the Owners as required for the Vessel’s trade.				152						with the Owners’ Insurances, or		218
										(ii)		if reasonably obtainable, on terms such that neither the		219
4.		Managers’ Obligations				153						Managers nor any such third party shall be under any		220
		4.1 The Managers undertake to use their best endeavours to				154						liability in respect of premiums or calls arising in connection		221
		provide the agreed Management Services as agents for and on				155						with the Owners’ Insurances, or		222
		behalf of the Owners in accordance with sound ship management				156				(iii)		on such other terms as may be agreed in writing.		223
		practice and to protect and promote the interests of the Owners in				157				Indicate alternative (i), (ii) or (iii) in Xxx 00. If Box 14 is left				224
		all matters relating to the provision of services hereunder.				158				blank then (i) applies.				225
		Provided, however, that the Managers in the performance of their				159				6.4 written evidence is provided, to the reasonable satisfaction				226
		management responsibilities under this Agreement shall be entitled				160				of the Managers, of their compliance with their obligations under				227
		to have regard to their overall responsibility in relation to all vessels				161				Clause 6 within a reasonable time of the commencement of				228
		as may from time to time be entrusted to their management and				162				the Agreement, and of each renewal date and, if specifically				229
		in particular, but without prejudice to the generality of the foregoing,				163				requested, of each payment date of the Owners’ Insurances.				230
		the Managers shall be entitled to allocate available supplies,				164
		manpower and services in such manner as in the prevailing				165		7.		Income Collected and Expenses Paid on Behalf of Owners				231
		circumstances the Managers in their absolute discretion consider				166				7.1 All moneys collected by the managers under the terms of				232
		to be fair and reasonable.				167				this Agreement (other than moneys payable by the Owners to				233
		4.2 Where the Managers are providing Technical Management				168				the Managers) and any interest thereon shall be held to the				234
		in accordance with sub-clause 3.2, they shall procure that the				169				credit of the Owners in a separate bank account.				235
		requirements of the law of the flag of the Vessel are satisfied and				170				7.2 All expenses incurred by the Managers under the terms				236
		they shall in particular be deemed to be the “Company” as defined				171				of this Agreement on behalf of the Owners (including expenses				237
		by the ISM Code, assuming the responsibility for the operation of				172				as provided in Clause 8) may be debited against the Owners				238
		the Vessel and taking over the duties and responsibilities imposed				173				in the account referred to under sub-clause 7.1 but shall in any				239
		by the ISM Code when applicable.				174				event remain payable by the Owners to the Managers on				240
										demand.				241
5.		Owners’ Obligations				175
		5.1 The Owners shall pay all sums due to the Managers punctually				176		8.		Management Fee				242
		in accordance with the terms of this Agreement.				177				8.1 The Owners shall pay to the Managers for their services				243
		5.2 Where the Managers are providing Technical Management				178				as Managers under this Agreement an annual management				244
		in accordance with sub-clause 3.2, the Owners shall:				179				fee as stated in Box 15 which shall be payable by equal				245
		(i)		procure that all officers and ratings supplied by them or on		180				monthly instalments in advance, the first instalment being				246
				their behalf comply with the requirements of STCW95;		181				payable on the commencement of this Agreement (see Clause				247
		(ii)		instruct such officers and ratings to obey all reasonable orders		182				2 and Box 4) and subsequent instalments being payable every				248
				of the Managers in connection with the operation of the		183				month.				249
				Managers’ safety management system.		184				8.2 The management fee shall be subject to an annual review				250
		5.3  Where the Managers are not providing Technical Management				185

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II

“XXXXXXX 98” Standard Ship Management Agreement

		on the anniversary date of the Agreement and the proposed				251				Management Services.				317
		fee shall be presented in the annual budget referred to in sub-				252
		clause 9.1.				253		10.		Managers’ Right to Sub-Contract				318
		8.3 The Managers shall, at no extra cost to the Owners, provide				254				The Managers shall not have the right to sub-contract any of				319
		their own office accommodation, office staff, facilities and				255				their obligations hereunder, including those mentioned in sub-				320
		stationery. Without limiting the generality of Clause 7 the Owners				256				clause 3.1, without the prior written consent of the Owners which				321
		shall reimburse the Managers for postage and communication				257				shall not be unreasonably withheld. In the event of such a sub-				322
		expenses, traveling expenses, and other out of pocket				258				contract the Managers shall remain fully liable for the due				323
		expenses properly incurred by the Managers in pursuance of				259				performance of their obligations under this Agreement.				324
		the Management Services.				260
		8.4 In the event of the appointment of the Managers being				261		11.		Responsibilities.				325
		terminated by the Owners or the Managers in accordance with				262				11.1 Force Majeure - Neither the Owners nor the Managers				326
		the provisions of Clauses 17 and 18 other than by reason of				263				shall be under any liability for any failure to perform any of their				327
		default by the Managers, or if the Vessel is lost, sold or otherwise				264				obligations hereunder by reason of any cause whatsoever of				328
		disposed of, the “management fee” payable to the Managers				265				any nature or kind beyond their reasonable control.				329
		according to the provisions of sub-clause 8.1, shall continue to				266				11.2 Liability to Owners - (i) Without prejudice to sub-clause				330
		be payable for a further period of three calendar months as				267				11.1, the Managers shall be under no liability whatsoever to the				331
		from the termination date. In addition, provided that the				268				Owners for any loss, damage, delay or expense of whatsoever				332
		Managers provide Crew for the Vessel in accordance with sub-				269				nature, whether direct or indirect, (including but not limited to				333
		clause 3.1:				270				loss of profit arising out of or in connection with detention of or				334
		(i)		the Owners shall continue to pay Crew Support Costs during		271				delay to the Vessel) and howsoever arising in the course of				335
				the said further period of three calendar months 90 days or as		272				performance of the Management Services UNLESS same is				336
				otherwise agreed and						provided to have resulted solely from the negligence, gross				337
		(ii)		the Owners shall pay an equitable proportion of any		273				negligence or wilful default of the Managers or their employees,				338
				Severance Costs which may materialize, not exceeding		274				or agents or sub-contractors employed by them in connection				339
				the amount stated in Box 16.		275				with the Vessel, in which case (save where loss, damage, delay				340
		8.5 If the Owners decide to lay-up the Vessel whilst this				276				or expense has resulted from the Managers’ personal act or				341
		Agreement remains in force and such lay-up lasts for more				277				omission committed with the intent to cause same or recklessly				342
		than three months, an appropriate reduction of the management				278				and with knowledge that such loss, damage, delay or expense				343
		fee for the period exceeding three months until one month				279				would probably result) the Managers’ liability for each incident				344
		before the Vessel is again put into service shall be mutually				280				or series of incidents giving rise to a claim or claims shall never				345
		agreed between the parties.				281				exceed a total of ten times the annual management fee payable				346
		8.6 Unless otherwise agreed in writing all discounts and				282				hereunder.				347
		commissions obtained by the Managers in the course of the				283				(ii)         Notwithstanding anything that may appear to the contrary in				348
		management of the Vessel shall be credited to the Owners.				284				this Agreement, the Managers shall not be liable for any of the				349
										actions of the Crew, even if such actions are negligent, grossly				350
9.		Budgets and Management of Funds				285				negligent or wilful, except only to the extent that they are shown				351
		9.1 The Managers shall present to the Owners annually a				286				to have resulted from a failure by the Managers to discharge				352
		budget for the following calendar yeartwelve months in such form as				287				their obligations under sub-clause 3.1, in which case their liability				353
		the								shall be limited in accordance with the terms of this Clause 11.				354
		Owners require. The budget for the first year hereof is set out				288				11.3 Indemnity - Except to the extent and solely for the amount				355
		in Annex “C” hereto. Subsequent annual budgets shall be				289				therein set out that the Managers would be liable under sub-				356
		prepared by the Managers and submitted to the Owners not				290				clause 11.2, the Owners hereby undertake to keep the Managers				357
		less than three months before commencement of the budget				291				and their employees, agents and sub-contractors indemnified				358
		yearthe anniversary date of the								and to hold them harmless against all actions, proceedings,				359
		commencement of this Agreement (see Clause 2 and Box 4).				292				claims, demands or liabilities whatsoever or howsoever arising				360
		9.2 The Owners shall indicate to the Managers their acceptance				293				which may be brought against them or incurred or suffered by				361
		and approval of the annual budget within one month of				294				them arising out of or in connection with the performance of the				362
		presentation and in the absence of any such indication the				295				Agreement, and against and in respect of all costs, losses,				363
		Managers shall be entitled to assume that the Owners have				296				damages and expenses (including legal costs and expenses on				364
		accepted the proposed budget.				297				a full indemnity basis) which the Managers may suffer or incur				365
		9.3 Following the agreement of the budget, the Managers shall				298				(either directly or indirectly) in the course of the performance of				366
		prepare and present to the Owners their estimate of the working				299				this Agreement.				367
		capital requirement of the Vessel and the Managers shall each				300				11.4 “Himalaya” - It is hereby expressly agreed that no				368
		month up-date this estimate. Based thereon, the Managers shall				301				employee or agent of the Managers (including every sub-				369
		each month request the Owners in writing for the funds required				302				contractor from time to time employed by the Managers) shall in				370
		to run the Vessel for the ensuing month, including the payment				303				any circumstances whatsoever be under any liability whatsoever				371
		of any occasional or extraordinary item of expenditure, such as				304				to the Owners for any loss, damage or delay of whatsoever kind				372
		emergency repair costs, additional insurance premiums, bunkers				305				arising or resulting directly or indirectly from any act, neglect or				373
		or provisions. Such funds shall be received by the Managers				306				default on his part while acting in the course of or in connection				374
		within ten running days after the receipt by the Owners of the				307				with his employment and, without prejudice to the generality of				375
		Managers’ written request and shall be held to the credit of the				308				the foregoing provisions in this Clause 11, every exemption,				376
		Owners in a separate bank account.				309				limitation, condition and liberty herein contained and every right,				377
		9.4 The Managers shall produce a comparison between				310				exemption from liability, defence and immunity of whatsoever				378
		budgeted and actual income and expenditure of the Vessel in				311				nature applicable to the Managers or to which the Managers are				379
		such form as required by the Owners monthly or at such other				312				entitled hereunder shall also be available and shall extend to				380
		intervals as mutually agreed.				313				protect every such employee or agent of the Managers acting				381
		9.5 Notwithstanding anything contained herein to the contrary,				314				as aforesaid and for the purpose of all the foregoing provisions				382
		the Managers shall in no circumstances be required to use or				315				of this Clause 11 the Managers are or shall be deemed to be				383
		commit their own funds to finance the provision of the				316

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II

“XXXXXXX 98” Standard Ship Management Agreement

		acting as agent or trustee on behalf of and for the benefit of all				384				with immediate effect by notice in writing if any moneys				443
		persons who are or might be their servants or agents from time				385				payable by the Owners under this Agreement and/or the				444
		to time (including sub-contractors as aforesaid) and all such				386				owners of any associated vessel, details of which are listed				445
		persons shall to this extent be or be deemed to be parties to this				387				in Annex “D”, shall not have been received in the Managers’				446
		Agreement.				388				nominated account within ten running days of receipt by				447
										the Owners of the Managers written request or if the Vessel				448
12.		Documentation				389				is repossessed by the Mortgagees.				449
		Where the Managers are providing Technical Management in				390				(ii)		If the Owners:		450
		accordance with sub-clause 3.2 and/or Crew Management in				391						(a) fail to meet their obligations under sub-clauses 5.2		451
		accordance with sub-clause 3.1, they shall make available,				392						and 5.3 of this Agreement for any reason within their		452
		upon Owners’ request, all documentation and records related				393						control, or		453
		to the Safety Management System (SMS) and/or the Crew				394						(b) proceed with the employment of or continue to employ		454
		which the Owners need in order to demonstrate compliance				395						the Vessel in the carriage of contraband, blockade		455
		with the ISM Code and STCW95 or to defend a claim against				396						running, or in an unlawful trade, or on a voyage which		456
		a third party.				397						in the reasonable opinion of the Managers is unduly		457
												hazardous or improper,		458
13.		General Administration				398				the Managers may give notice of the default to the Owners,				459
		13.1 The Managers shall handle and settle all claims arising				399				requiring them to remedy it as soon as practically possible.				460
		out of the Management Services hereunder and keep the Owners				400				In the event that the Owners fail to remedy it within a				461
		informed regarding any incident of which the Managers become				401				reasonable time to the satisfaction of the Managers, the				462
		aware which gives or may give rise to claims or disputes involving				402				Managers shall be entitled to terminate the Agreement				463
		third parties.				403				with immediate effect by notice in writing.				464
		13.2 The Managers shall, as instructed by the Owners, bring				404				18.2 Managers’ Default				465
		or defend actions, suits or proceedings in connection with matters				405				If the Managers fail to meet their obligations under Clauses 3				466
		entrusted to the Managers according to this Agreement.				406				and 4 of this Agreement for any reason within the control of the				467
		13.3 The Managers shall also have power to obtain legal or				407				Managers, the Owners may give notice to the Managers of the				468
		technical or other outside expert advice in relation to the handling				408				default, requiring them to remedy it as soon as practically				469
		and settlement of claims and disputes or all other matters				409				possible. In the event that the Managers fail to remedy it within a				470
		affecting the interests of the Owners in respect of the Vessel.				410				reasonable time to the satisfaction of the Owners, the Owners				471
		13.4 The Owners shall arrange for the provision of any				411				shall be entitled to terminate the Agreement with immediate effect				472
		necessary guarantee bond or other security.				412				by notice in writing.				473
		13.5 Any costs reasonably incurred by the Managers in				413				18.3 Extraordinary Termination				474
		carrying out their obligations according to Clause 13 shall be				414				This Agreement shall be deemed to be terminated in the case of				475
		reimbursed by the Owners.				415				the sale of the Vessel or if the Vessel becomes a total loss or is				476
		13.6 The Managers shall, as instructed by Owners provide Key								declared as a constructive or compromised or arranged total				477
		Performance Indicators (KPIs) in the agreed format (see Annex								loss or is requisitioned.				478
		E). These KPIs to be provided to the Owners by the 10th of each								18.4 For the purpose of sub-clause 18.3 hereof				479
		month. The format is to be reviewed annually or as necessary.								(i) the date upon which the Vessel is to be treated as having				480
										been sold or otherwise disposed of shall be the date on				481
14.		Auditing				416				which the Owners cease to be registered as Owners of				482
		The Managers shall at all times maintain and keep true and				417				the Vessel;				483
		correct accounts and shall make the same available for inspection				418				(ii) the Vessel shall not be deemed to be lost unless either				484
		and auditing by the Owners at such times as may be mutually				419				she has become an actual total loss or agreement has				485
		agreed. On the termination, for whatever reasons, of this				420				been reached with her underwriters in respect of her				486
		Agreement, the Managers shall release to the Owners, if so				421				constructive, compromised or arranged total loss or if such				487
		requested, the originals where possible, or otherwise certified				422				agreement with her underwriters is not reached it is				488
		copies, of all such accounts and all documents specifically relating				423				adjudged by a competent tribunal that a constructive loss				489
		to the Vessel and her operation.				424				of the Vessel has occurred.				490
										18.5 This Agreement shall terminate forthwith in the event of				491
15.		Inspection of Vessel				425				an order being made or resolution passed for the winding up,				492
		The Owners shall have the right at any time after giving				426				dissolution, liquidation or bankruptcy of either party (otherwise				493
		reasonable notice to the Managers to inspect the Vessel for any				427				than for the purpose of reconstruction or amalgamation) or if a				494
		reason they consider necessary.				428				receiver is appointed, or if it suspends payment, ceases to carry				495
										on business or makes any special arrangement or composition				496
16.		Compliance with Laws and Regulations				429				with its creditors.				497
		The Managers will not do or permit to be done anything which				430				18.6 The termination of this Agreement shall be without				498
		might cause any breach or infringement of the laws and				431				prejudice to all rights accrued due between the parties prior to				499
		regulations of the Vessel’s flag, or of the places where she trades.				432				the date of termination.				500
17.		Duration of the Agreement				433		19.		Law and Arbitration				501
		This Agreement shall come into effect on the day and year stated				434				19.1 This Agreement shall be governed by and construed in				502
		in Box 4 and shall continue until the date stated in Box 17.				435				accordance with English law and any dispute arising out of or				503
		Thereafter it shall continue until terminated by either party giving				436				in connection with this Agreement shall be referred to arbitration				504
		to the other notice in writing, in which event the Agreement shall				437				in London in accordance with the Arbitration Xxx 0000 or				505
		terminate upon the expiration of a period of (90) days or as				438				any statutory modification or re-enactment thereof save to				506
		otherwise agreedtwo months from the								the extent necessary to give effect to the provisions of this				507
		date upon which such notice was given.				439				Clause.				508
										The arbitration shall be conducted in accordance with the				509
18.		Termination				440				London Maritime Arbitrators Association (LMAA) Terms				510
		18.1 Owners’ default				441
		(i) The Managers shall be entitled to terminate the Agreement				442

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II

“XXXXXXX 98” Standard Ship Management Agreement

		current at the time when the arbitration proceedings are				511				19.3 This Agreement shall be governed by and construed					554
		commenced.				512				in accordance with the laws of the place mutually agreed by					555
		The reference shall be to three arbitrators. A party wishing				513				the parties and any dispute arising out of or in connection					556
		to refer a dispute to arbitration shall appoint its arbitrator				514				with this Agreement shall be referred to arbitration at a					557
		and send notice of such appointment in writing to the other				515				mutually agreed place, subject to the procedures applicable					558
		party requiring the other party to appoint its own arbitrator				516				there.					559
		within 14 calendar days of that notice and stating that it will				517				19.4 If Box 18 in Part I is not appropriately filled in, sub-					560
		appoint its arbitrator as sole arbitrator unless the other party				518				clause 19.1 of this Clause shall apply.					561
		appoints its own arbitrator and gives notice that it has done				519
		so within the 14 days specified. If the other party does not				520				Note: 19.1, 19.2 and 19.3 are alternatives; indicate					562
		appoint its own arbitrator and give notice that it has done so				521				alternative agreed in Box 18.					563
		within the 14 days specified, the party referring a dispute to				522
		arbitration may, without the requirement of any further prior				523		20.		Notices					564
		notice to the other party, appoint its arbitrator as sole				524				20.1 Any notice to be given by either party to the other					565
		arbitrator and shall advise the other party accordingly. The				525				party shall be in writing and may be sent by fax, telex,					566
		award of a sole arbitrator shall be binding on both parties				526				registered or recorded mail or by personal service followed by a					567
		as if he had been appointed by agreement.				527				copy by e-mail.
		Nothing herein shall prevent the parties agreeing in writing				528				20.2 The address of the Parties for service of such					568
		to vary these provisions to provide for the appointment of a				529				communication shall be as stated in Boxes 19 and 20,					569
		sole arbitrator.				530				respectively.					570
		In cases where neither the claim nor any counterclaim				531
		exceeds the sum of USD50,000 (or such other sum as the				532		21.		BIMCO MLC Clause for XXXXXXX 98
		parties may agree) the arbitration shall be conducted in				533				For purposes of this Clause:
		accordance with the LMAA Small Claims Procedure current				534
		at the time when the arbitration proceedings are commenced.				535				“MLC” means the International Labour Organisation (ILO) Maritime
		19.2 This Agreement shall be governed by and construed				536				Labour Convention (MLC 2006) and any amendment thereto or
		in accordance with Title 9 of the United States Code and				537				substitution thereof.
		the Maritime Law of the United States and any dispute				538
		arising out of or in connection with this Agreement shall be				539				“Shipowner” shall mean the party named as “shipowner” on the
		referred to three persons at New York, one to be appointed				540				Maritime Labour Certificate for the Vessel.
		by each of the parties hereto, and the third by the two so				541
		chosen; their decision or that of any two of them shall be				542				(a) Subject to Clause 3 (Basis of Agreement), the Managers shall, to
		final, and for the purposes of enforcing any award,				543				the extent of their Management Services, assume the Shipowner’s
		judgment may be entered on an award by any court of				544				duties and responsibilities imposed by the MLC for the Vessel, on
		competent jurisdiction. The proceedings shall be conducted				545				behalf of the Shipowner.
		in accordance with the rules of the Society of Maritime				546
		Arbitrators, Inc.				547				(b) The Owners shall ensure compliance with the MLC in respect of
		In cases where neither the claim nor any counterclaim				548				any crew members supplied by them or on their behalf.
		exceeds the sum of USD50,000 (or such other sum as the				549
		parties may agree) the arbitration shall be conducted in				550				(c) The Owners shall procure, whether by instructing the Managers
		accordance with the Shortened Arbitration Procedure of the				551				under Clause 6 (Insurance Policies) or otherwise, insurance cover or
		Society of Maritime Arbitrators, Inc. current at the time when				552				financial security to satisfy the Shipowner’s financial security
		the arbitration proceedings are commenced.				553				obligations under the MLC.

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

ANNEX “E” TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT – CODE NAME: XXXXXXX 98

Date of Agreement:

11 April 2014

Name of Vessel(s):

PGN FSRU Lampung, IMO 9629524

KEY PERFORMANCE INDICATORS

See Separate Form to use in Appendix 1 “Marine Accidents 2014: Independence” to Annex “E”.

Appendix 1 “Marine Accidents 2014: Independence” to Annex “E”

Xxxxxxx 98 dated 10 April 2014

Marine Accidents 2014: PGN FSRU Lampung, IMO No. 9629524

		Jan		Feb		Mar		Apr		May		Jun		Jul		Aug		Sep		Oct		Nov		Dec
N° of Lost Workday Cases (LWC)		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00
N° of Restricted Work Cases (RWC)		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00
N° of Medical Treatment Cases (MTC)		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00
N° of First Aid Cases (FAC)		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00
N° of Fatalities		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00
N° of Permanent Total Disability (PTD)		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00
N° of Permanent Partial Disability (PPD)		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00
N° of Near Misses		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00
N° of Exposure Hours		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00
N° of Lost Time Injuries (LTIs)		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00		0,00

Date and place:

Observation title:

Description:

Root Cause

Direct Cause

Consequenses

Immediate Action

Preventive action

US 2508244v.1