GUARANTEE AGREEMENT

Exhibit 10.7

GUARANTEE AGREEMENT

THIS GUARANTEE AGREEMENT, dated as of November 9, 2006, (this “Guarantee Agreement”), is made by CHENIERE ENERGY, INC., a Delaware corporation (the “Guarantor”), in favor of SABINE PASS LNG, L.P., a Delaware limited partnership (“Sabine Pass”).

WHEREAS, Cheniere Marketing, Inc., a Delaware corporation (“Cheniere Marketing”), is a wholly-owned subsidiary of Guarantor; and

WHEREAS, Cheniere Marketing and Sabine Pass have entered into that certain Terminal Use Agreement (the “TUA”) as of the date hereof;

NOW THEREFORE, the parties hereto agree as follows:

The Guarantor hereby irrevocably and unconditionally guarantees the due and punctual payment in full of any and all obligations of Cheniere Marketing under the TUA for the period of the Initial Term (as such term is defined in the TUA) (t