0001104659-13-080961 Sample Contracts

ISLAMIC REPUBLIC OF MAURITANIA HONOR — BROTHERHOOD - JUSTICE EXPLORATION AND PRODUCTION CONTRACT BETWEEN THE ISLAMIC REPUBLIC OF MAURITANIA AND KOSMOS ENERGY MAURITANIA Bloc C13
Kosmos Energy Ltd. • November 5th, 2013 • Crude petroleum & natural gas

The Islamic Republic of Mauritania (hereafter referred to as « the State »), represented for purposes of these presents by the Minister in Charge of Crude Hydrocarbons

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KOSMOS ENERGY LTD. LONG TERM INCENTIVE PLAN RSU Award Agreement [Service Vesting — for Employees]
Long Term Incentive Plan • November 5th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas

You have been granted a restricted share unit award (this “Award”) on the following terms and subject to the provisions of Attachment A and the Kosmos Energy Ltd. Long Term Incentive Plan (the “Plan”). Unless defined in this Award agreement (including Attachment A, this “Agreement”), capitalized terms will have the meanings assigned to them in the Plan. In the event of a conflict among the provisions of the Plan, this Agreement and any descriptive materials provided to you, the provisions of the Plan will prevail.

PETROLEUM AGREEMENT REGARDING THE EXPLORATION FOR AND EXPLOITATION OF HYDROCARBONS BETWEEN OFFICE NATIONAL DES HYDROCARBURES ET DES MINES ACTING ON BEHALF OF THE STATE AND KOSMOS ENERGY DEEPWATER MOROCCO IN THE AREA OF INTEREST NAMED
Petroleum Agreement • November 5th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas

The OFFICE NATIONAL DES HYDROCARBURES ET DES MINES, a public Moroccan establishment instituted by law n° 33-01 promulgated by dahir n°1-03-203 on the date of 16 Ramadan 1424 (November 11th, 2003) and implemented by decree n°2-04-372 on the date of 16 Kaada 1425 (December 29, 2004), whose headquarter is at 5, Moulay Hassan Avenue B.P 99 - RABAT - MOROCCO, fiscal identification n° 330 4 540, Patent n° 25112444, RC n° 61 577, (hereinafter called “ONHYM”), acting on behalf of the Kingdom of Morocco (hereinafter called “the STATE”), herein represented by its General Director, Mme. Amina BENKHADRA;

PRODUCTION SHARING CONTRACT For PETROLEUM EXPLORATION, DEVELOPMENT AND PRODUCTION relating to Block 45 OFFSHORE SURINAME BETWEEN STAATSOLIE MAATSCHAPPIJ SURINAME N.V. and KOSMOS ENERGY SURINAME
Kosmos Energy Ltd. • November 5th, 2013 • Crude petroleum & natural gas

STAATSOLIE MAATSCHAPPIJ SURINAME N.V. (hereinafter referred to as “Staatsolie”) a corporation organized and acting under the laws of the Republic of Suriname;

KOSMOS ENERGY LTD. AMENDMENT NUMBER THREE TO CONSULTING AGREEMENT
Consulting Agreement • November 5th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas

THIS AMENDMENT NUMBER THREE TO CONSULTING AGREEMENT (this “Amendment”), dated effective as of October 1, 2013 (the “Effective Date”), by and between Kosmos Energy Ltd., a company incorporated under the laws of Bermuda (“Kosmos”), and John R. Kemp (“Kemp”). Unless specifically set forth otherwise, reference to the “parties” in this Amendment refers solely to Kosmos and Kemp.

DEED OF ASSIGNMENT AND TRANSFER
Kosmos Energy Ltd. • November 5th, 2013 • Crude petroleum & natural gas • Texas

KOSMOS ENERGY SURINAME, a Cayman Islands company with its registered offices at 4th Floor Century Yard, Cricket Square, P.O. Box 32322, Georgetown, Grand Cayman KY1, 1209 (the “Assignor”);

PETROLEUM AGREEMENT REGARDING THE EXPLORATION FOR AND EXPLOITATION OF HYDROCARBONS AMONG OFFICE NATIONAL DES HYDROCARBURES ET DES MINES ACTING ON BEHALF OF THE KINGDOM OF MOROCCO AND KOSMOS ENERGY DEEPWATER MOROCCO AND PATHFINDER HYDROCARBON VENTURES...
Petroleum Agreement • November 5th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas

The OFFICE NATIONAL DES HYDROCARBURES ET DES MINES, a public Moroccan establishment instituted by law n° 33-01 promulgated by dahir n°1-03-203 on the date of 16 Ramadan 1424 (November 11th, 2003) and implemented by decree n°2-04-372 on the date of 16 Kaada 1425 (December 29th, 2004), whose headquarter is at 5, Moulay Hassan Avenue B.P 99 - RABAT - MOROCCO, (hereinafter called “ONHYM”), acting on behalf of the Kingdom of Morocco (hereinafter called “the STATE”), herein represented by its General Director, Mme. Amina BENKHADRA;

KOSMOS ENERGY LTD. LONG TERM INCENTIVE PLAN RSU Award Agreement [Performance Vesting — for Employees]
Long Term Incentive Plan • November 5th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas

You have been granted a restricted share unit award (this “Award”) on the following terms and subject to the provisions of Attachments A and B and the Kosmos Energy Ltd. Long Term Incentive Plan (the “Plan”). Unless defined in this Award agreement (including Attachments A and B, this “Agreement”), capitalized terms will have the meanings assigned to them in the Plan. In the event of a conflict among the provisions of the Plan, this Agreement and any descriptive materials provided to you, the provisions of the Plan will prevail.

KOSMOS ENERGY LTD. AMENDMENT NUMBER TWO TO CONSULTING AGREEMENT
Consulting Agreement • November 5th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas

THIS AMENDMENT NUMBER TWO TO CONSULTING AGREEMENT (this “Amendment”), effective as of January 1, 2013 (the “Effective Date”), by and between Kosmos Energy Ltd., a company incorporated under the laws of Bermuda (“Kosmos”), and John R. Kemp (“Kemp”). Unless specifically set forth otherwise, reference to the “parties” in this Amendment refers solely to Kosmos and Kemp.

KOSMOS ENERGY LTD. LONG TERM INCENTIVE PLAN RSU Award Agreement [Service Vesting — for Directors]
Term Incentive Plan • November 5th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas

You have been granted a restricted share unit award (this “Award”) on the following terms and subject to the provisions of Attachment A and the Kosmos Energy Ltd. Long Term Incentive Plan (the “Plan”). Unless defined in this Award agreement (including Attachment A, this “Agreement”), capitalized terms will have the meanings assigned to them in the Plan. In the event of a conflict among the provisions of the Plan, this Agreement and any descriptive materials provided to you, the provisions of the Plan will prevail.

PETROLEUM AGREEMENT REGARDING THE EXPLORATION FOR AND EXPLOITATION OF HYDROCARBONS AMONG OFFICE NATIONAL DES HYDROCARBURES ET DES MINES ACTING ON BEHALF OF THE KINGDOM OF MOROCCO AND KOSMOS ENERGY DEEPWATER MOROCCO AND CANAMENS ENERGY MOROCCO SARL IN...
Petroleum Agreement • November 5th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas

OFFICE NATIONAL DES HYDROCARBURES ET DES MINES, a public Moroccan establishment instituted by law n° 33-01 promulgated by dahir n°1-03-203 on the date of 16 Ramadan 1424 (November 11th, 2003) and implemented by decree n°2-04-372 on the date of 16 Kaada 1425 (December 29th, 2004), whose headquarter is at 5, Moulay Hassan Avenue B.P 99 - RABAT - MOROCCO, (hereinafter called “ONHYM”), acting on behalf of the Kingdom of Morocco (hereinafter called “the STATE”), herein represented by its General Director, Mme. Amina BENKHADRA;

PETROLEUM AGREEMENT REGARDING THE EXPLORATION FOR AND EXPLOITATION OF HYDROCARBONS BETWEEN OFFICE NATIONAL DES HYDROCARBURES ET DES MINES ACTING ON BEHALF OF THE STATE AND KOSMOS ENERGY OFFSHORE MOROCCO HC IN THE AREA OF INTEREST NAMED
Petroleum Agreement • November 5th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas

The OFFICE NATIONAL DES HYDROCARURES ET DES MINES, hereinafter referred to as “ONHYM”, a public Moroccan entity instituted by law n°33-01, promulgated by dahir n° 1-03-203 on the date of 16 Ramadan 1424 (11 November 2003) and implemented by decree n°2-04-372 on the date of the 16 Kaada 1425 (29th December 2004), whose headquarters are at 5, Avenue Moulay Hassan — BP 99, Rabat, Morocco, hereinafter referred to as “ONHYM”, acting on behalf of the Kingdom of Morocco, hereinafter called “the STATE”, herein represented by its General Director, Mme. Amina BENKHADRA;

DEED OF ASSIGNMENT IN PETROLEUM AGREEMENT FOR THE EXPLORATION FOR AND EXPLOITATION OF HYDROCARBONS IN THE ZONE OF INTEREST NAMED
Petroleum Agreement • November 5th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas

CANAMENS ENERGY MOROCCO SARL, a company incorporated under the laws of the Kingdom of Morocco, whose registered office is at Twin Center Tour Ouest 16ème étage angle BD Zerktouni et Massira Khadra, CASABLANCA, MOROCCO, hereinafter referred to as “CANAMENS” (the “Assignor”), herein represented by its Manager, Mr. Jan KIELLAND;

PRODUCTION SHARING CONTRACT For PETROLEUM EXPLORATION, DEVELOPMENT AND PRODUCTION relating to Block 42 OFFSHORE SURINAME BETWEEN STAATSOLIE MAATSCHAPPIJ SURINAME N.V. and KOSMOS ENERGY SURINAME
Production Sharing Contract • November 5th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas

STAATSOLIE MAATSCHAPPIJ SURINAME N.V. (hereinafter referred to as “Staatsolie”) a corporation organized and acting under the laws of the Republic of Suriname;

DEED OF ASSIGNMENT IN PETROLEUM AGREEMENT FOR THE EXPLORATION FOR AND EXPLOITATION OF HYDROCARBONS IN THE ZONE OF INTEREST NAMED
Petroleum Agreement • November 5th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas

PATHFINDER HYDROCARBON VENTURES LIMITED. hereinafter named “PHVL”, a company organized and established under the laws of Jersey (Company Registration Number 97888), whose registered office is located at Channel House, Green Street, St. Helier, Jersey JE2 4UH, British Channel Islands (the “Assignor”), herein represented by its Chief Executive Officer. Mr. Paul GRIFFITHS,

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