Common use of Exclusive jurisdiction and service of process Clause in Contracts

Exclusive jurisdiction and service of process. The provisions of Section 14.07(b) and (c) (Governing Law; Exclusive Jurisdiction of English Courts; Service of Process) and Section 16 (Bail-In) of the Credit Agreement shall apply to this Agreement as if the same were expressly stated herein with all necessary changes. SECTION 1. Definitions and Accounting Terms 1 1.01 Defined Terms 1 SECTION 2. Amount and Terms of Credit Facility 40 2.01 The Commitments 40 2.02 Amount and Timing of Each Borrowing; Currency of Disbursements 40 2.03 Notice of Borrowing 42 2.04 Disbursement of Funds 42 2.05 Pro Rata Borrowings 43 2.06 Interest 43 2.07 Election of Floating Rate 45 2.08 Floating Rate Interest Periods 45 2.09 Increased Costs, Illegality, Market Disruption, etc. 46 2.10 Indemnification; Breakage Costs 49 2.11 Change of Lending Office; Limitation on Additional Amounts 49 2.12 Replacement of Lenders 50 2.13 Disruption to Payment Systems, Etc 51 SECTION 3. Commitment Commission; Fees; Reductions of Commitment 52 3.01 Commitment Commission 52 3.02 CIRR Fees. 52 3.03 Other Fees. 52 3.04 Voluntary Reduction or Termination of Commitments 52 3.05 Mandatory Reduction of Commitments 53 SECTION 4. Prepayments; Repayments; Taxes 53 4.01 Voluntary Prepayments 53 4.02 Mandatory Repayments and Commitment Reductions 54 4.03 Method and Place of Payment 58 4.04 Net Payments; Taxes 58 4.05 Application of Proceeds 59 SECTION 5. Conditions Precedent to the Initial Borrowing Date 63 5.01 Effective Date 63 5.02 [Intentionally Omitted] 63 5.03 Corporate Documents; Proceedings; etc. 63 5.04 Know Your Customer 63 5.05 Construction Contract and Other Material Agreements 63 5.06 Share Charge 63 5.07 Assignment of Contracts 63 5.08 [Intentionally Omitted] 64 5.09 Process Agent. 64 5.10 Opinions of Counsel 64 5.11 KfW Refinancing. 65 5.12 Equity Payment 65 5.13 Financing Statements 65 5.14 Security Trust Deed 66 5.15 Hermes Cover 66

Exclusive jurisdiction and service of process. The provisions of Section 14.07(b) and (c) (Governing Law; Exclusive Jurisdiction of English Courts; Service of Process) and Section 16 (Bail-In) of the Credit Agreement shall apply to this Agreement as if the same were expressly stated herein with all necessary changes. . ​ ​ ​ ​ ​ ​ Page ​ ​ SECTION 1. 1 Definitions and Accounting Terms Terms. 1 ​ ​ 1.01 Defined Terms 1 Terms. 1 ​ ​ SECTION 2. 2 Amount and Terms of Credit Facility 40 Facility. 32 ​ ​ 2.01 The Commitments 40 Commitments. 32 2.02 Amount and Timing of Each Borrowing; Currency of Disbursements 40 Disbursements. 33 2.03 Notice of Borrowing 42 Borrowing. 34 2.04 Disbursement of Funds 42 Funds. 35 2.05 Pro Rata Borrowings 43 Borrowings. 35 2.06 Interest 43 Interest. 36 2.07 Election of Floating Rate 45 Rate. 37 2.08 Floating Rate Interest Periods 45 Periods. 37 2.09 Increased Costs, Illegality, Market Disruption, etc. 46 38 2.10 Indemnification; Breakage Costs 49 Costs. 41 2.11 Change of Lending Office; Limitation on Additional Amounts 49 Amounts. 42 2.12 Replacement of Lenders 50 Lenders. 42 2.13 Disruption to Payment Systems, Etc 51 Etc. 43 ​ ​ SECTION 3. 3 Commitment Commission; Fees; Reductions of Commitment 52 Commitment. 44 ​ ​ 3.01 Commitment Commission 52 Commission. 44 3.02 CIRR Fees. 52 44 3.03 Other Fees. 52 45 3.04 Voluntary Reduction or Termination of Commitments 52 Commitments. 45 3.05 Mandatory Reduction of Commitments 53 Commitments. 45 ​ ​ SECTION 4. 4 Prepayments; Repayments; Taxes 53 Taxes. 45 ​ ​ 4.01 Voluntary Prepayments 53 Prepayments. 45 4.02 Mandatory Repayments and Commitment Reductions 54 Reductions. 46 4.03 Method and Place of Payment 58 Payment. 50 4.04 Net Payments; Taxes 58 Taxes. 51 4.05 Application of Proceeds 59 Proceeds. 52 ​ ​ SECTION 5. 5 Conditions Precedent to the Initial Borrowing Date 63 Date. 53 ​ ​ 5.01 Effective Date 63 Date. 53 5.02 [Intentionally Omitted.] 63 53 5.03 Corporate Documents; Proceedings; etc. 63 53 5.04 Know Your Customer 63 Customer. 53 5.05 Construction Contract and Other Material Agreements 63 Agreements. 54 5.06 Share Charge 63 Charge. 54 5.07 Assignment of Contracts 63 Contracts. 54 ​ (i) ​ 5.08 [Intentionally Omitted] 64 5.09 Process AgentConsents Under Existing Credit Facilities. 64 5.10 Opinions of Counsel 64 5.11 KfW Refinancing. 65 5.12 Equity Payment 65 5.13 Financing Statements 65 5.14 Security Trust Deed 66 5.15 Hermes Cover 6654

Exclusive jurisdiction and service of process. The provisions of Section 14.07(b) and (c) (Governing Law; Exclusive Jurisdiction of English Courts; Service of Process) and Section 16 (Bail-In) of the Credit Agreement shall apply to this Agreement as if the same were expressly stated herein with all necessary changes. . This Agreement has been executed on the date stated at the beginning of this Agreement. SECTION 1. 1 Definitions and Accounting Terms 1 1.01 Defined Terms 1 1 SECTION 2. 2 Amount and Terms of Credit Facility 40 32 2.01 The Commitments 40 32 2.02 Amount and Timing of Each Borrowing; Currency of Disbursements 40 32 2.03 Notice of Borrowing 42 34 2.04 Disbursement of Funds 42 34 2.05 Pro Rata Borrowings 43 35 2.06 Interest 43 35 2.07 Election of Floating Rate 45 36 2.08 Floating Rate Interest Periods 45 37 2.09 Increased Costs, Illegality, Market Disruption, etc. 46 38 2.10 Indemnification; Breakage Costs 49 40 2.11 Change of Lending Office; Limitation on Additional Amounts 49 41 2.12 Replacement of Lenders 50 42 2.13 Disruption to Payment Systems, Etc 51 Etc. 43 SECTION 3. 3 Commitment Commission; Fees; Reductions of Commitment 52 43 3.01 Commitment Commission 52 43 3.02 CIRR Fees. 52 Fees 44 3.03 Other Fees. 52 Fees 44 3.04 Voluntary Reduction or Termination of Commitments 52 44 3.05 Mandatory Reduction of Commitments 53 44 SECTION 4. 4 Prepayments; Repayments; Taxes 53 45 4.01 Voluntary Prepayments 53 45 4.02 Mandatory Repayments and Commitment Reductions 54 46 4.03 Method and Place of Payment 58 49 4.04 Net Payments; Taxes 58 50 4.05 Application of Proceeds 59 51 SECTION 5. 5 Conditions Precedent to the Initial Borrowing Date 63 52 5.01 Effective Date 63 52 5.02 [Intentionally Omitted.] 63 52 5.03 Corporate Documents; Proceedings; etc. 63 52 5.04 Know Your Customer 63 53 5.05 Construction Contract and Other Material Agreements 63 53 5.06 Share Charge 63 53 5.07 Assignment of Contracts 53 5.08 Consents Under Existing Credit Facilities 53 5.09 Process Agent 54 5.10 Opinions of Counsel 54 5.11 KfW Refinancing 55 5.12 Equity Payment 55 5.13 Financing Statements 55 5.14 Security Trust Deed 55 5.15 Hermes Cover 55 SECTION 6 Conditions Precedent to each Borrowing Date 56 6.01 No Default; Representations and Warranties 56 6.02 Consents 56 6.03 Refund Guarantees 56 6.04 Equity Payment 56 6.05 Fees, Costs, etc. 57 6.06 Construction Contract 57 6.07 Notice of Borrowing 57 6.08 Solvency Certificate 57 6.09 Litigation 57 SECTION 7 Conditions Precedent to the Delivery Date 58 7.01 Delivery of Vessel 58 7.02 Collateral and Guaranty Requirements 58 7.03 Evidence of [*] Payment 58 7.04 Hermes Compliance; Compliance with Applicable Laws and Regulations 58 7.05 Opinion of Counsel 58 SECTION 8 Representations and Warranties 59 8.01 Entity Status 59 8.02 Power and Authority 59 8.03 No Violation 60 8.04 Governmental Approvals 60 8.05 Financial Statements; Financial Condition 60 8.06 Litigation 61 8.07 True and Complete Disclosure 61 8.08 Use of Proceeds 61 8.09 Tax Returns and Payments 61 8.10 No Material Misstatements 61 8.11 The Security Documents 62 8.12 Capitalization. 62 8.13 Subsidiaries 62 8.14 Compliance with Statutes, etc. 63 5.08 8.15 Winding-up, etc. 63 8.16 No Default 63 8.17 Pollution and Other Regulations 63 8.18 Ownership of Assets 64 8.19 Concerning the Vessel 64 8.20 Citizenship 64 8.21 Vessel Classification 64 8.22 No Immunity 64 8.23 Fees, Governing Law and Enforcement 65 8.24 Form of Documentation 65 8.25 Pari Passu or Priority Status 65 8.26 Solvency 65 8.27 No Undisclosed Commissions 65 8.28 Completeness of Documentation 65 8.29 Money Laundering 66 SECTION 9 Affirmative Covenants 66 9.01 Information Covenants 66 9.02 Books and Records; Inspection 69 9.03 Maintenance of Property; Insurance 69 9.04 Corporate Franchises 69 9.05 Compliance with Statutes, etc. 69 9.06 Hermes Cover 69 9.07 End of Fiscal Years 70 9.08 Performance of Credit Document Obligations 70 9.09 Payment of Taxes 70 9.10 Further Assurances 70 9.11 Ownership of Subsidiaries 71 9.12 Consents and Registrations 71 9.13 Flag of Vessel 71 9.14 “Know Your Customer” and Other Similar Information 71 9.15 Equal Treatment 72 9.16 Covered Construction Contracts 73 9.17 Poseidon Principles 73 SECTION 10 Negative Covenants 74 10.01 Liens 74 10.02 Consolidation, Merger, Amalgamation, Sale of Assets, Acquisitions, etc. 75 10.03 Dividends 76 10.04 Advances, Investments and Loans 77 10.05 Transactions with Affiliates 77 10.06 Free Liquidity 79 10.07 Total Net Funded Debt to Total Capitalization 79 10.08 Collateral Maintenance 79 10.09 Consolidated EBITDA to Consolidated Debt Service 80 10.10 Business; Change of Name 80 10.11 Subordination of Indebtedness 80 10.12 Activities of Borrower, etc. 81 10.13 Material Amendments or Modifications of Construction Contracts 81 10.14 No Place of Business 81 SECTION 11 Events of Default 81 11.01 Payments 81 11.02 Representations, etc. 82 11.03 Covenants 82 11.04 Default Under Other Agreements 82 11.05 Bankruptcy, etc. 83 11.06 Total Loss 84 11.07 Security Documents 84 11.08 Guaranties 84 11.09 Judgments 84 11.10 Cessation of Business 84 11.11 Revocation of Consents 85 11.12 Unlawfulness 85 11.13 Insurances 85 11.14 Disposals 85 11.15 Government Intervention 86 11.16 Change of Control 86 11.17 Material Adverse Change 86 11.18 Repudiation of Construction Contract or other Material Documents 86 SECTION 12 Agency and Security Trustee Provisions 86 12.01 Appointment and Declaration of Trust 86 12.02 Nature of Duties 87 12.03 Lack of Reliance on the Agents 87 12.04 Certain Rights of the Agents 88 12.05 Reliance 88 12.06 Indemnification 88 12.07 The Agents in their Individual Capacities 88 12.08 Resignation by an Agent 89 12.09 The Lead Arrangers 89 12.10 Impaired Agent 90 12.11 Replacement of an Agent 90 12.12 Resignation by the Hermes Agent 91 SECTION 13 Benefit of Agreement 91 13.01 Assignments and Transfers by the Lenders 91 13.02 Assignment or Transfer Fee 93 13.03 Assignments and Transfers to Hermes or KfW 93 13.04 Limitation of Responsibility to Existing Lenders 93 13.05 [Intentionally Omitted] 64 5.09 94 13.06 Procedure and Conditions for Transfer 94 13.07 Procedure and Conditions for Assignment 95 13.08 Copy of Transfer Certificate or Assignment Agreement to Parent 95 13.09 Security over Lenders’ Rights 96 13.10 Assignment by a Credit Party 96 13.11 Lender Participations 96 13.12 Increased Costs 97 SECTION 14 Miscellaneous 97 14.01 Payment of Expenses, etc. 97 14.02 Right of Set-off 98 14.03 Notices 98 14.04 No Waiver; Remedies Cumulative 99 14.05 Payments Pro Rata 99 14.06 Calculations; Computations 100 14.07 Governing Law; Exclusive Jurisdiction of English Courts; Service of Process Agent101 14.08 Counterparts 101 14.09 Effectiveness 101 14.10 Headings Descriptive 102 14.11 Amendment or Waiver; etc. 64 102 14.12 Survival 105 14.13 Domicile of Loans 106 14.14 Confidentiality 106 14.15 Register 106 14.16 Third Party Rights 107 14.17 Judgment Currency 107 14.18 Language 107 14.19 Waiver of Immunity 108 14.20 “Know Your Customer” Notice 108 14.21 Release of Liens and the Parent Guaranty; Flag Jurisdiction Transfer 108 14.22 Partial Invalidity 109 SECTION 15 Parent Guaranty 109 15.01 Guaranty and Indemnity 109 15.02 Continuing Guaranty 110 15.03 Reinstatement 110 15.04 Waiver of Defenses 110 15.05 Guarantor Intent. 110 15.06 Immediate Recourse 111 15.07 Appropriations. 111 15.08 Deferral of Guarantor’s Rights 111 15.09 Additional Security 112 SECTION 16 Bail-In 112 SECTION 17 112 SCHEDULE 1.01(a) - Commitments SCHEDULE 1.01(b) - Mandatory Costs SCHEDULE 1.01(c) - The Principles SCHEDULE 1.01(d) - The Framework SCHEDULE 1.01(e) - Debt Deferral Extension Regular Monitoring Requirements SCHEDULE 4.02 - Repayment Schedule SCHEDULE 5.07 - Notices, Acknowledgments and Consents SCHEDULE 5.10 - Initial Borrowing Date Opinions SCHEDULE 6.10 - Material Litigation SCHEDULE 7.05 - Delivery Date Opinions SCHEDULE 8.03 - Existing Agreements SCHEDULE 8.12 - Capitalization SCHEDULE 8.13 - Subsidiaries SCHEDULE 8.19 - Vessel SCHEDULE 8.21 - Approved Classification Societies SCHEDULE 9.03 - Required Insurances SCHEDULE 10.01 - Existing Liens SCHEDULE 14.03A - Credit Party Addresses SCHEDULE 14.03B - Lender Addresses EXHIBIT A - Form of Counsel 64 5.11 KfW Refinancing. 65 5.12 Equity Payment 65 5.13 Financing Statements 65 5.14 Notice of Borrowing EXHIBIT B-1 - Form of BankAssure Report EXHIBIT B-2 - Form of Insurance Broker Certificate EXHIBIT C - Form of Interaction Agreement EXHIBIT D - Form of Secretary’s Certificate EXHIBIT E - Form of Transfer Certificate EXHIBIT F - Form of Bermuda Share Charge EXHIBIT G - Form of Assignment of Earnings and Insurances EXHIBIT H - Form of Assignment of Charters EXHIBIT I - Form of Deed of Covenants EXHIBIT J - Form of Assignment of Contracts EXHIBIT K - Form of Solvency Certificate EXHIBIT L - Form of Assignment Agreement EXHIBIT M - Form of Compliance Certificate EXHIBIT N - [Intentionally Omitted] EXHIBIT O - Form of Assignment of Management Agreements EXHIBIT P - Form of Security Trust Deed 66 5.15 THIS CREDIT AGREEMENT, is made by way of deed October 12, 2012, as amended on July 25, 2014 pursuant to the Amendment Letter, amended and restated pursuant to the First Supplemental Agreement and as further amended and restated pursuant to the Second Supplemental Agreement, among NCL CORPORATION LTD., a Bermuda company with its registered office as of the date hereof at Park Place, 55 Par La Vxxxx Xxxx, Xxxxx Xxxxx, Xxxxxxxx XX00, Bermuda (the “Parent”), BREAKAWAY THREE, LTD., a Bermuda company with its registered office as of the date hereof at Park Place, 55 Par La Vxxxx Xxxx, Xxxxx Xxxxx, Xxxxxxxx XX00, Bermuda (the “Borrower”), KFW IPEX-BANK GmbH, as a Lender (in such capacity, together with each of the other Persons that may become a “Lender” in accordance with Section 13, each of them individually a “Lender” and, collectively, the “Lenders”), KFW IPEX-BANK GMBH, as Facility Agent (in such capacity, the “Facility Agent”), as Collateral Agent under the Security Documents (in such capacity, the “Collateral Agent”) and as CIRR Agent (in such capacity, the “CIRR Agent”), KFW IPEX-BANK GMBH, as Bookrunner (in such capacity, the “Bookrunner”), KFW IPEX-BANK GMBH, as Hermes Cover 66Agent (in such capacity, the “Hermes Agent”), and KFW IPEX-BANK GMBH, as initial mandated lead arranger in respect of the credit facility provided for herein (in such capacity the “Initial Mandated Lead Arranger”). All capitalized terms used herein and defined in Section 1 are used herein as therein defined.

Exclusive jurisdiction and service of process. The provisions of Section 14.07(b) and (c) (Governing Law; Exclusive Jurisdiction of English Courts; Service of Process) and Section 16 (Bail-In) of the Credit Agreement shall apply to this Agreement as if the same were expressly stated herein with all necessary changes. . 4 ​ ​ Page ​ ​ SECTION 1. Definitions and Accounting Terms Terms. 1 ​ ​ 1.01 Defined Terms 1 Terms. 1 ​ ​ SECTION 2. Amount and Terms of Credit Facility 40 Facility. 33 ​ ​ 2.01 The Commitments 40 Commitments. 33 2.02 Amount and Timing of Each Borrowing; Currency of Disbursements 40 Disbursements. 34 2.03 Notice of Borrowing 42 Borrowing. 35 2.04 Disbursement of Funds 42 Funds. 36 2.05 Pro Rata Borrowings 43 Borrowings. 36 2.06 Interest. 37 2.07 Interest 43 2.07 Election of Floating Rate 45 Periods. 37 2.08 Floating Rate Interest Periods 45 2.09 Increased Costs, Illegality, Market Disruption, etc. 46 2.10 38 2.09 Indemnification; Breakage Costs 49 2.11 Costs. 41 2.10 Change of Lending Office; Limitation on Additional Amounts 49 2.12 Amounts. 41 2.11 Replacement of Lenders 50 2.13 Lenders. 42 2.12 Disruption to Payment Systems, Etc 51 Etc. 43 ​ ​ SECTION 3. Commitment Commission; Fees; Reductions of Commitment 52 Commitment. 44 ​ ​ 3.01 Commitment Commission 52 Commission. 44 3.02 CIRR Fees. 52 3.03 Other Fees. 52 3.04 Voluntary Reduction or Termination of Commitments 52 3.05 Commitments. 44 3.03 Mandatory Reduction of Commitments 53 Commitments. 44 ​ ​ SECTION 4. Prepayments; Repayments; Taxes 53 Taxes. 45 ​ ​ 4.01 Voluntary Prepayments 53 Prepayments. 45 4.02 Mandatory Repayments and Commitment Reductions 54 Reductions. 45 4.03 Method and Place of Payment 58 Payment. 50 4.04 Net Payments; Taxes 58 Taxes. 50 4.05 Application of Proceeds 59 Proceeds. 51 ​ ​ SECTION 5. Conditions Precedent to the Initial Borrowing Date 63 Date. 52 ​ ​ 5.01 Effective Date 63 Date. 52 5.02 [Intentionally Omitted] 63 Intercreditor Agreement. 52 5.03 Corporate Documents; Proceedings; etc. 63 53 5.04 Know Your Customer 63 Customer. 53 5.05 Construction Contract and Other Material Agreements 63 Agreements. 53 5.06 Share Charge 63 Charge. 53 5.07 Assignment of Contracts 63 Contracts. 53 5.08 [Intentionally Omitted] 64 Consents Under Existing Credit Facilities. 54 5.09 Process Agent. 64 54 5.10 Opinions of Counsel 64 Counsel. 54 5.11 KfW Refinancing. 65 55 ​ ​ ​ ​ 5.12 Equity Payment 65 Payment. 55 5.13 Financing Statements 65 Statements. 55 5.14 Security Trust Deed Deed. 55 ​ ​ SECTION 6. Conditions Precedent to each Borrowing Date. 56 ​ ​ 6.01 No Default; Representations and Warranties. 56 6.02 Consents. 56 6.03 Refund Guarantees. 56 6.04 Equity Payment. 56 6.05 Fees, Costs, etc. 57 6.06 Construction Contract. 57 6.07 Hermes Cover. 57 6.08 Notice of Borrowing. 57 6.09 Solvency Certificate. 57 6.10 Litigation. 58 ​ ​ SECTION 7. Conditions Precedent to the Delivery Date. 58 ​ ​ 7.01 Delivery of Vessel. 58 7.02 Collateral and Guaranty Requirements. 58 7.03 Evidence of [*]% Payment. 58 7.04 Hermes Compliance; Compliance with Applicable Laws and Regulations. 58 7.05 Opinion of Counsel. 58 ​ ​ SECTION 8. Representations and Warranties. 59 ​ ​ 8.01 Entity Status. 59 8.02 Power and Authority. 59 8.03 No Violation. 60 8.04 Governmental Approvals. 60 8.05 Financial Statements; Financial Condition. 60 8.06 Litigation. 61 8.07 True and Complete Disclosure. 61 8.08 Use of Proceeds. 61 8.09 Tax Returns and Payments. 61 8.10 No Material Misstatements. 61 8.11 The Security Documents. 62 8.12 Capitalization. 62 8.13 Subsidiaries. 63 8.14 Compliance with Statutes, etc. 63 8.15 Winding-up, etc. 63 8.16 No Default. 63 8.17 Pollution and Other Regulations. 63 8.18 Ownership of Assets. 64 8.19 Concerning the Vessel. 64 8.20 Citizenship. 64 8.21 Vessel Classification. 65 8.22 No Immunity. 65 ​ ​ ​ ​ 8.23 Fees, Governing Law and Enforcement. 65 8.24 Form of Documentation. 65 8.25 Pari Passu or Priority Status. 65 8.26 Solvency. 65 8.27 No Undisclosed Commissions. 65 8.28 Completeness of Documentation. 66 5.15 8.29 Money Laundering. 66 ​ ​ SECTION 9. Affirmative Covenants. 66 ​ ​ 9.01 Information Covenants. 66 9.02 Books and Records; Inspection. 69 9.03 Maintenance of Property; Insurance. 69 9.04 Corporate Franchises. 69 9.05 Compliance with Statutes, etc. 69 9.06 Hermes Cover 66Cover. 69 9.07 End of Fiscal Years. 70 9.08 Performance of Credit Document Obligations. 70 9.09 Payment of Taxes. 70 9.10 Further Assurances. 70 9.11 Ownership of Subsidiaries. 71 9.12 Consents and Registrations. 71 9.13 Flag of Vessel. 71 9.14 “Know Your Customer” and Other Similar Information. 71 9.15 Equal Treatment. 72 9.16 Covered Construction Contracts. 73 9.17 Poseidon Principles 73 ​ ​ SECTION 10. Negative Covenants. 74 ​ ​ 10.01 Liens. 74 10.02 Consolidation, Merger, Amalgamation, Sale of Assets, Acquisitions, etc. 75 10.03 Dividends. 77 10.04 Advances, Investments and Loans. 77 10.05 Transactions with Affiliates. 78 10.06 Free Liquidity. 80 10.07 Total Net Funded Debt to Total Capitalization. 80 10.08 Collateral Maintenance. 80 10.09 Consolidated EBITDA to Consolidated Debt Service. 80 10.10 Business; Change of Name. 81 10.11 Subordination of Indebtedness. 81 10.12 Activities of Borrower, etc. 81 10.13 Material Amendments or Modifications of Construction Contracts. 82 00.00 Xx Xxxxx of Business. 82 ​ ​ SECTION 11. Events of Default. 82 ​ ​ 11.01 Payments. 82 11.02 Representations, etc. 82 ​ ​ 11.03 Covenants. 82 11.04 Default Under Other Agreements. 83 11.05 Bankruptcy, etc. 84 11.06 Total Loss. 84 11.07 Security Documents. 85