Common use of Fee and Expenses Clause in Contracts

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders on the date of this Deed a non-refundable handling/work fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, the Loan Agreement or the Agency and Trust Deed to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Agent and/or the Trustee any such handling/work fee received. 5.2 The Borrower and the Guarantor jointly and severally undertake to reimburse the Agent, the Hermes Agent and the Trustee on demand of the Agent on a full indemnity basis for the reasonable charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Hermes Agent and/or the Trustee in respect of or in connection with the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. 5.3 The Borrower and the Guarantors jointly and severally undertake to reimburse the Agent, the Trustee, the Hermes Agent and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Trustee, the Hermes Agent and/or the Lenders in respect of, or in connection with the enforcement of, or the preservation of any rights under this Deed.

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders (directly or through the Agent) on the date of this Deed a non-refundable handling/work fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, the Loan Agreement or the Agency and Trust Deed to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Agent and/or the Trustee any such handling/work fee received. 5.2 The Borrower and the Guarantor jointly and severally undertake to reimburse the Lenders, the Agent, the Hermes Agent and the Trustee on demand of the Agent on a full indemnity basis for the reasonable charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Lenders, the Agent, the Hermes Agent and/or the Trustee in respect of or in connection with the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. 5.3 The Borrower and the Guarantors jointly and severally undertake to reimburse the Agent, the TrusteeHermes Agent, the Hermes Agent Trustee and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the TrusteeHermes Agent, the Hermes Agent Trustee and/or the Lenders in respect of, or in connection with the enforcement of, or the preservation of any rights under this Deed.

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders directly or through the Agent on the date of this Deed a non-refundable handling/work handling fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, Agreement or the Loan Agreement or the Agency and Trust Deed to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Agent Lenders and/or the Trustee Agent any such handling/work handling fee received. 5.2 The Borrower and the Guarantor jointly and severally undertake to reimburse the Agent, the Hermes Agent and the Trustee on demand of the Agent on a full indemnity basis for the reasonable all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Hermes Agent and/or the Trustee in respect of of, or in connection with with, the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. 5.3 The Borrower and the Guarantors Guarantor jointly and severally undertake to reimburse the Agent, the Trustee, the Hermes Agent and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Trustee, the Hermes Agent and/or the Lenders in respect of, or in connection with the enforcement of, or the preservation of any rights under this Deed. It is expressly agreed that all such charges and expenses incurred by the Agent to determine the position should the Amendment Documents not be executed or become effective or should the Borrower or any of its subsidiaries file for bankruptcy protection under Chapter 11 of the US Bankruptcy Code or similar legislation in any other applicable jurisdiction, shall be reimbursed on demand of the Agent on a full indemnity basis. Nothing in this Clause 5.3 shall prevent the Agent and the Lenders from obtaining advice (or an update of any previously obtained advice) after the Second Restatement Date in relation to the Borrower or any of its subsidiaries filing for bankruptcy protection under Chapter 11 of the US Bankruptcy Code or similar legislation in any other applicable jurisdiction if in connection with the enforcement of, or the preservation of any rights under, the Loan Agreement and the other Security Documents, pursuant to clause 8.4 of the Loan Agreement.

Fee and Expenses. 5.1 6.1 The Borrower shall pay to each of the Lenders on the date of this Deed a non-refundable handling/work handling fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, the Loan Facility Agreement or the Agency and Trust Deed Facility Agreement to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Security Agent and/or the Trustee Lower Saxony Guarantee Agent any such handling/work handling fee received. 5.2 6.2 The Borrower shall pay to the Agent for distribution to the Lenders a back-end fee of [*] of the Facility on the date of this Deed. The back-end fee shall be deemed to have been earned on the date on which this Deed and the Amendment Documents have been signed by all the parties thereto [*]. 6.3 The Borrower and the Guarantor Guarantors jointly and severally undertake to reimburse the Agent, the Hermes Lower Saxony Guarantee Agent and the Trustee Lenders on demand of the Agent on a full indemnity basis for the reasonable charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Hermes Lower Saxony Guarantee Agent and/or the Trustee Security Agent in respect of of, or in connection with the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. 5.3 6.4 The Borrower and the Guarantors jointly and severally undertake to reimburse the Agent, the Trustee, the Hermes Security Agent and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Trustee, the Hermes Security Agent and/or the Lenders in respect of, or in connection connection, with the enforcement of, or the preservation of any rights under this Deed. It is expressly agreed that all such charges and expenses incurred by the Agent or the Security Agent prior to the Second Restatement Date to determine the position should the Amendment Documents not be executed or become effective or should the Borrower or any of its subsidiaries file for bankruptcy protection under Chapter 11 of the US Bankruptcy Code or similar legislation in any other applicable jurisdiction, shall be reimbursed on demand of the Agent on a full indemnity basis. Nothing in this Clause 6.4 shall prevent the Agent, the Security Agent and the Lenders from obtaining advice (or an update of any previously obtained advice) after the Second Restatement Date in relation to the Borrower or any of its subsidiaries filing for bankruptcy protection under Chapter 11 of the US Bankruptcy Code or similar legislation in any other applicable jurisdiction if in connection with the enforcement of, or the preservation of any rights under, the Facility Agreement and the other Security Documents, pursuant to clause 15.2 of the Facility Agreement.

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders on the date of this Deed a non-refundable handling/work fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, the Loan Facility Agreement or the Agency and Trust Deed Facility Agreement to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Security Agent and/or the Trustee Lower Saxony Guarantee Agent any such handling/work fee received. 5.2 The Borrower and the Guarantor Guarantors jointly and severally undertake to reimburse the Agent, the Hermes Lower Saxony Guarantee Agent and the Trustee Security Agent on demand of the Agent on a full indemnity basis for the reasonable charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Hermes Lower Saxony Guarantee Agent and/or the Trustee Security Agent in respect of of, or in connection with with, the negotiation, preparation, printing, execution, execution and registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. 5.3 The Borrower and the Guarantors jointly and severally undertake to reimburse the Agent, the TrusteeLower Saxony Guarantee Agent, the Hermes Security Agent and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the TrusteeLower Saxony Guarantee Agent, the Hermes Security Agent and/or the Lenders in respect of, or in connection with with, the enforcement of, or the preservation of any rights under under, this Deed.

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders on the date of this Deed a non-refundable handling/work fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, the Loan Agreement or the Agency and Trust Deed to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Agent and/or the Trustee any such handling/work fee received. 5.2 The Borrower and the Guarantor jointly and severally undertake to reimburse the Agent, the Hermes Agent and the Trustee on demand of the Agent on a full indemnity basis for the reasonable charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Hermes Agent and/or the Trustee in respect of of, or in connection with with, the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. 5.3 The Borrower and the Guarantors jointly and severally undertake to reimburse the Agent, the TrusteeHermes Agent, the Hermes Agent Trustee and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the TrusteeHermes Agent, the Hermes Agent Trustee and/or the Lenders in respect of, or in connection with the enforcement of, or the preservation of any rights under this Deed.

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders on the date of this Deed a non-refundable handling/work handling fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, the Loan Agreement or the Agency and Trust Deed to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Agent and/or the Trustee any such handling/work handling fee received. 5.2 The Borrower shall pay to the Agent for distribution to the Lenders a back-end fee of [*] of the Loan on the date of this Deed. The back-end fee shall be deemed to have been earned on the date on which this Deed and the Amendment Documents have been signed by all the parties thereto [*]. 5.3 The Borrower and the Guarantor jointly and severally undertake to reimburse the Agent, the Hermes Agent and the Trustee on demand of the Agent on a full indemnity basis for the reasonable charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Hermes Agent and/or the Trustee in respect of of, or in connection with with, the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. The Borrower and the Guarantor also jointly and severally undertake to pay on demand the Hermes Premium to be paid in connection with the amendment of the Hermes Cover. 5.3 5.4 The Borrower and the Guarantors jointly and severally undertake to reimburse the Agent, the TrusteeHermes Agent, the Hermes Agent Trustee and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the TrusteeHermes Agent, the Hermes Agent Trustee and/or the Lenders in respect of, or in connection with the enforcement of, or the preservation of any rights under this DeedXxxx. It is expressly agreed that all such charges and expenses incurred by the Agent or the Trustee prior to the Third Restatement Date to determine the position should the Amendment Documents not be executed or become effective or should the Borrower or any of its subsidiaries file for bankruptcy protection under Chapter 11 of the US Bankruptcy Code or similar legislation in any other applicable jurisdiction, shall be reimbursed on demand of the Agent on a full indemnity basis. Nothing in this Clause 5.4 shall prevent the Agent, the Trustee and the Lenders from obtaining advice (or an update of any previously obtained advice) after the Third Restatement Date in relation to the Borrower or any of its subsidiaries filing for bankruptcy protection under Chapter 11 of the US Bankruptcy Code or similar legislation in any other applicable jurisdiction if in connection with the enforcement of, or the preservation of any rights under, the Loan Agreement and the other Security Documents, pursuant to clause 14.2 of the Loan Agreement.

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders on the date of this Deed a non-refundable handling/work handling fee of one [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, the Loan Agreement or the Agency and Trust Deed to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Agent and/or the Trustee any such handling/work handling fee received. 5.2 The Borrower shall pay to the Agent for distribution to the Lenders a back-end fee of [*] of the Loan on the date of this Deed. The back-end fee shall be deemed to have been earned on the date on which this Deed and the Amendment Documents have been signed by all the parties thereto [*]. 5.3 The Borrower and the Guarantor jointly and severally undertake to reimburse the Lenders, the Agent, the Hermes Agent and the Trustee on demand of the Agent on a full indemnity basis for the reasonable charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Lenders, the Agent, the Hermes Agent and/or the Trustee in respect of or in connection with the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. The Borrower and the Guarantor also jointly and severally undertake to pay on demand the Hermes Premium to be paid in connection with the amendment of the Hermes Cover. 5.3 5.4 The Borrower and the Guarantors jointly and severally undertake to reimburse the Agent, the Trustee, the Hermes Agent Trustee and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Trustee, the Hermes Agent Trustee and/or the Lenders in respect of, or in connection with the enforcement of, or the preservation of any rights under this Deed. It is expressly agreed that all such charges and expenses incurred by the Agent or the Trustee prior to the Second Restatement Date to determine the position should the Amendment Documents not be executed or become effective or should the Borrower or any of its subsidiaries file for bankruptcy protection under Chapter 11 of the US Bankruptcy Code or similar legislation in any other applicable jurisdiction, shall be reimbursed on demand of the Agent on a full indemnity basis. Nothing in this Clause 5.4 shall prevent the Agent, the Trustee and the Lenders from obtaining advice (or an update of any previously obtained advice) after the Second Restatement Date in relation to the Borrower or any of its subsidiaries filing for bankruptcy protection under Chapter 11 of the US Bankruptcy Code or similar legislation in any other applicable jurisdiction if in connection with the enforcement of, or the preservation of any rights under, the Loan Agreement and the other Security Documents, pursuant to clause 17.2 of the Loan Agreement.

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders on the date of this Deed a non-refundable handling/work fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, Agreement or the Loan Agreement or the Agency and Trust Deed to the contrary, no Lender shall be required to share with the other Lenders, Lenders and/or the Agent, the Hermes Agent and/or the Trustee any such handling/work fee received. 5.2 The Borrower and the Guarantor jointly and severally undertake to reimburse the Agent, the Hermes Agent and the Trustee on demand of the Agent on a full indemnity basis for the reasonable all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Hermes Agent and/or the Trustee in respect of of, or in connection with with, the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. 5.3 The Borrower and the Guarantors Guarantor jointly and severally undertake to reimburse the Agent, the Trustee, the Hermes Agent and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Trustee, the Hermes Agent and/or the Lenders in respect of, of this Deed or in connection with the enforcement of, or the preservation of any rights under under, this DeedDeed or any of the Security Documents.

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders (directly or through the Agent) on the date of this Deed a non-refundable handling/work fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, the Loan Facility Agreement or the Agency and Trust Deed Facility Agreement to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Security Agent and/or the Trustee Lower Saxony Guarantee Agent any such handling/work fee received. 5.2 The Borrower and the Guarantor Guarantors jointly and severally undertake to reimburse the Agent, the Hermes Lower Saxony Guarantee Agent and the Trustee Lenders on demand of the Agent on a full indemnity basis for the reasonable charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Hermes Lower Saxony Guarantee Agent and/or the Trustee Security Agent in respect of of, or in connection with the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. 5.3 The Borrower and the Guarantors jointly and severally undertake to reimburse the Agent, the Trustee, the Hermes Security Agent and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Trustee, the Hermes Security Agent and/or the Lenders in respect of, or in connection connection, with the enforcement of, or the preservation of any rights under this Deed.

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders directly or through the Agent on the date of this Deed a non-refundable handling/work fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, Agreement or the Loan Agreement or the Agency and Trust Deed to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Agent Lenders and/or the Trustee Agent any such handling/work fee received. 5.2 The Borrower and the Guarantor jointly and severally undertake to reimburse the Agent, the Hermes Agent and the Trustee on demand of the Agent on a full indemnity basis for the reasonable all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Hermes Agent and/or the Trustee in respect of of, or in connection with with, the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. 5.3 The Borrower and the Guarantors Guarantor jointly and severally undertake to reimburse the Agent, the Trustee, the Hermes Agent and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Trustee, the Hermes Agent and/or the Lenders in respect of, of this Deed or in connection with the enforcement of, or the preservation of any rights under under, this DeedDeed or any of the Security Documents.

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders on the date of this Deed a non-refundable handling/work handling fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, the Loan Agreement or the Agency and Trust Deed to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Agent and/or the Trustee any such handling/work handling fee received. 5.2 The Borrower shall pay to the Agent for distribution to the Lenders a back-end fee of [*] of the Loan on the date of this Deed. The back-end fee shall be deemed to have been earned on the date on which this Deed and the Amendment Documents have been signed by all the parties thereto [*]. 5.3 The Borrower and the Guarantor jointly and severally undertake to reimburse the Lenders, the Agent, the Hermes Agent and the Trustee on demand of the Agent on a full indemnity basis for the reasonable charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Lenders, the Agent, the Hermes Agent and/or the Trustee in respect of or in connection with the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. The Borrower and the Guarantor also jointly and severally undertake to pay on demand the Hermes Premium to be paid in connection with the amendment of the Hermes Cover. 5.3 5.4 The Borrower and the Guarantors jointly and severally undertake to reimburse the Agent, the Trustee, the Hermes Agent Trustee and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Trustee, the Hermes Agent Trustee and/or the Lenders in respect of, or in connection with the enforcement of, or the preservation of any rights under this Deed. It is expressly agreed that all such charges and expenses incurred by the Agent or the Trustee prior to the Second Restatement Date to determine the position should the Amendment Documents not be executed or become effective or should the Borrower or any of its subsidiaries file for bankruptcy protection under Chapter 11 of the US Bankruptcy Code or similar legislation in any other applicable jurisdiction, shall be reimbursed on demand of the Agent on a full indemnity basis. Nothing in this Clause 5.4 shall prevent the Agent, the Trustee and the Lenders from obtaining advice (or an update of any previously obtained advice) after the Second Restatement Date in relation to the Borrower or any of its subsidiaries filing for bankruptcy protection under Chapter 11 of the US Bankruptcy Code or similar legislation in any other applicable jurisdiction if in connection with the enforcement of, or the preservation of any rights under, the Loan Agreement and the other Security Documents, pursuant to clause 17.2 of the Loan Agreement.

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders (directly or through the Agent) on the date of this Deed a non-refundable handling/work fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, the Loan Agreement or the Agency and Trust Deed to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Agent and/or the Trustee any such handling/work fee received. 5.2 The Borrower and the Guarantor jointly and severally undertake to reimburse the Lenders, the Agent, the Hermes Agent and the Trustee on demand of the Agent on a full indemnity basis for the reasonable charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Lenders, the Agent, the Hermes Agent and/or the Trustee in respect of of, or in connection with with, the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. 5.3 The Borrower and the Guarantors jointly and severally undertake to reimburse the Agent, the TrusteeHermes Agent, the Hermes Agent Trustee and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the TrusteeHermes Agent, the Hermes Agent Trustee and/or the Lenders in respect of, or in connection with the enforcement of, or the preservation of any rights under this Deed.

Fee and Expenses. 5.1 The Borrower shall pay to each of the Lenders on the date of this Deed a non-refundable handling/work handling fee of [*] provided that a Lender which is the provider of any other loan or other facility to the Borrower or any other member of the NCLC Group shall only be entitled to receive one (1) such fee of [*]. Notwithstanding any provision of this Deed, the Original Loan Agreement, the Loan Agreement or the Agency and Trust Deed to the contrary, no Lender shall be required to share with the other Lenders, the Agent, the Hermes Agent and/or the Trustee any such handling/work handling fee received. 5.2 The Borrower shall pay to the Agent for distribution to the Lenders a back-end fee of [*] of the Loan on the date of this Deed. The back-end fee shall be deemed to have been earned on the date on which this Deed and the Amendment Documents have been signed by all the parties thereto [*]. 5.3 The Borrower and the Guarantor jointly and severally undertake to reimburse the Agent, the Hermes Agent and the Trustee on demand of the Agent on a full indemnity basis for the reasonable charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the Hermes Agent and/or the Trustee in respect of of, or in connection with with, the negotiation, preparation, printing, execution, registration and enforcement of this Deed and any other documents required in connection with the implementation of this Deed. 5.3 5.4 The Borrower and the Guarantors jointly and severally undertake to reimburse the Agent, the TrusteeHermes Agent, the Hermes Agent Trustee and the Lenders on demand of the Agent on a full indemnity basis for all charges and expenses (together with value added tax or any similar tax thereon and including without limitation the fees and expenses of legal and other advisers) incurred by the Agent, the TrusteeHermes Agent, the Hermes Agent Trustee and/or the Lenders in respect of, or in connection with the enforcement of, or the preservation of any rights under this DeedXxxx. It is expressly agreed that all such charges and expenses incurred by the Agent or the Trustee prior to the Third Restatement Date to determine the position should the Amendment Documents not be executed or become effective or should the Borrower or any of its subsidiaries file for bankruptcy protection under Chapter 11 of the US Bankruptcy Code or similar legislation in any other applicable jurisdiction, shall be reimbursed on demand of the Agent on a full indemnity basis. Nothing in this Clause 5.4 shall prevent the Agent, the Trustee and the Lenders from obtaining advice (or an update of any previously obtained advice) after the Third Restatement Date in relation to the Borrower or any of its subsidiaries filing for bankruptcy protection under Chapter 11 of the US Bankruptcy Code or similar legislation in any other applicable jurisdiction if in connection with the enforcement of, or the preservation of any rights under, the Loan Agreement and the other Security Documents, pursuant to clause 14.2 of the Loan Agreement.