Exhibit 4.46

TERMINATION AGREEMENT

This TERMINATION AGREEMENT (this "Agreement") is dated as of 30^th December 2016 and entered into by and between:

(1) EASTERN MED CONSULTANTS INC., a company organized and existing under the laws of Marshall Islands having its registered office at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960 ("Eastern Med"); and

(2) BASSET HOLDINGS INC., a company organized and existing under the laws of Marshall Islands having its registered office at Trust Company Complex_:. Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960 ("Basset")

(collectively referred to as "Parties", and individually as "Party")

WHEREAS:

A. Eastern Med and Basset have entered into a Consultancy Agreement dated 17^th July 2012 with effect as of 1" June 2012 as amended and novated from time to time (the "Consultancy Agreement") pursuant to which Basset was engaged to act as consultant for Eastern Med and Ocean Rig UDW Inc. of Cayman Islands ("UDW") and for any affiliates, subsidiaries or holding companies thereof, as directed by Eastern Med, in relation to the duties of the Executive Vice President ("EVP") of UDWand Basset was entitled to receive from Eastern Med the compensation referred therein.

B. The Parties have mutually agreed to terminate at no cost the Consultancy Agreement with effect as of 31^st December 2016.

NOW THEREFORE the Parties hereto agree as follows:

1. THAT the Consultancy Agreement shall be terminated at no cost and shall be no longer in force and effect with effect as of 31^st December 2016 (the "Effective Date").

2. THAT from the from the Effective Date the Parties hereby mutually release and discharge each other and any of its affiliates, subsidiaries or holding companies and its officers, directors and employees from and against any and all monetary claims, costs, damages, liabilities, and/or any other debts whatsoever which either of the Parties hereto now has or may hereafter have, against the other Party hereto, by reason of, or in connection with the Consultancy Agreement and/or the termination of the Consultancy Agreement pursuant to the provisions of this Agreement.

IN WITNESS WHEREOF the Parties hereto have executed this Agreement as of the date first above written.

(Signature page to follow.)

For and on behalf of EASTERN MED CONSULTANTS INC.       /s/ Adriano Cefai                                           Name: Dr. Adriano Cefai Title: Director or OMEGA SERVICES LIMITED, Sole Director of Eastern Med Consultants Inc.   Dr. Adriano CefaiDirectorOmega Services Limited5/1 Merchants Street Valletta VLT 1171 For and on behalf of BASSET HOLDINGS INC.       /s/ Demetris Georgiades        Name: Demetris Georgiades Title: Sole Director