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Exhibit 10.1
EXECUTION VERSION
ADDITIONAL SECURED DEBT
DESIGNATION
Reference is made to the Collateral
Trust Agreement dated as of November 9, 2006 (as amended,
supplemented, amended and restated or otherwise modified and in
effect from time to time, the “ Collateral Trust
Agreement ”) among Sabine Pass LNG, L.P. (the “
Company ”), the Pledgors from time to time
party thereto, The Bank of New York Mellon (formerly The Bank of
New York), as Trustee under the Indenture (as defined therein) and
The Bank of New York Mellon (formerly The Bank of New York), as
Collateral Trustee. Capitalized terms used but not otherwise
defined herein shall have the meaning set forth in the Collateral
Trust Agreement. This Additional Secured Debt Designation is being
executed and delivered in order to designate additional secured
debt as Parity Secured Debt entitled to the benefit of the
Collateral Trust Agreement.
The undersigned, the duly appointed
Chief Financial Officer of the Company hereby certifies on behalf
of the Company that:
(A) the Company intends to incur
additional Secured Debt (“ Additional Secured
Debt ”) which will be Parity Secured D
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