Common use of Non-Binding Clause in Contracts

Non-Binding. Unless expressly authorised in writing by the Group-Wide Lenders and then on such terms and conditions as the Group-Wide Lenders may require, the Steering Committee shall not negotiate the terms of or enter into any agreement on behalf of the Group-Wide Lenders or any of them. This Clause 30 may be relied upon by any member of the Steering Committee notwithstanding the second paragraph of Clause 1.2. Made in five (5) originals on the date before written. (as Lender and as Agent) by: by: its: its: by: by: its: its: by: its: Certified Copy of the commercial invoice, duly executed by the Builder in favour of the Borrower and countersigned by the Borrower. Certified Copy of the Protocol of Delivery and Acceptance, duly executed by the Builder and the Borrower. Certified Copy of the declaration of warranty, duly executed by the Builder confirming that the Vessel is delivered to the Borrower free and clear of all encumbrances whatsoever. Certified Copy of the commercial invoice(s) corresponding to the Change Orders or any other similar document issued by the Builder stating the Change Order Amount, duly executed by the Builder in favour of the Borrower and countersigned by the Borrower. Acknowledgement of the notice of assignment of the Borrower’s rights under the post-delivery warranty given by the Builder under the Building Contract pursuant to the Assignment of Warranty Rights. Certified Copy of the power of attorney pursuant to which the authorised signatory of the Builder signed the documents referred to in this Appendix I and a specimen of his signature. BNP PARIBAS 00 xxxxxxxxx xxx Xxxxxxxx, 00000 Xxxxx, Xxxxxx 662 042 449 (RCS Paris) CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK (formerly known as Calyon) 0 xxxx xx Xxxxxxxxx Xxxx Xxxxxx, 92920 Paris La Défense Cedex, France 304 187 701 (RCS Nanterre) HSBC FRANCE 000 xxxxxx xxx Xxxxxx Xxxxxxx, 00000 Xxxxx, Xxxxx 00, Xxxxxx 775 670 284 (RCS Paris) SOCIETE GENERALE 00 xxxxxxxxx Xxxxxxxxx, 00000 Xxxxx, Xxxxxx 552 120 222 (RCS Paris) each a French société anonyme To: [ ] as Agent From: [The Existing Lender] (the “Existing Lender”) and [The New Lender] (the “New Lender”) Dated: Norwegian Epic, Ltd. (formerly known as F3 Two, Ltd.) - Equivalent Amount in Dollars of EUR662,905,320 Loan Agreement 1. We refer to the Agreement. This is a Transfer Certificate. Terms defined in the Agreement have the same meaning in this Transfer Certificate unless given a different meaning in this Transfer Certificate. 2. We refer to Clause 18.5: (a) The Existing Lender and the New Lender agree to the Existing Lender transferring to the New Lender by novation all or part of the Existing Lender’s Commitment, rights and obligations referred to in the Schedule in accordance with Clause 18.5. (b) The proposed Transfer Date is [ ]. (c) The Facility Office and address, fax number and attention details for notices of the New Lender for the purposes of Clause 27 are set out in the Schedule. 3. The New Lender expressly acknowledges the limitations on the Existing Lender’s obligations set out in Clause 18.4.3. 4. This Transfer Certificate may be executed in any number of counterparts and this has the same effect as if the signatures on the counterparts were on a single copy of this Transfer Certificate. 5. This Transfer Certificate is governed by English law. [insert relevant details] [Facility Office address, fax number and attention details for notices and account details for payments] [Existing Lender] [New Lender] By: By: This Transfer Certificate is accepted by the Agent and the Transfer Date is confirmed as [ ]. [Agent] By: BNP Paribas ECEP/Export Finance ACI:CHDESA1 00 Xxxxx xx Xxxxxx Xxxxx-Xxxxxx 00000 Xxxxx Cedex 01 France Dear Sirs We refer to the loan agreement for hull no. D33 dated 22 September 2006 as amended and/or restated made between ourselves as borrower, yourselves, Crédit Agricole Corporate & Investment Bank (formerly known as Calyon), HSBC France and Société Générale as lenders and yourselves as agent (the “Agreement”). Terms defined in the Agreement shall have the same meaning in this Notice. We hereby give you notice that pursuant to the Agreement and on [date of proposed drawdown] 2010, we wish to draw down the Loan (in the Equivalent Amount of the sum of [ ] euro (EUR[ ])1) upon the terms and subject to the conditions contained therein. In accordance with the provisions of Clause 3.3, we hereby request you to advance the Loan by crediting the proceeds as follows: To the Builder: (a) the sum of [ ] euro (EUR[ ]) being the amount of the Contract Price of the Vessel prior to any Change Order remaining due under the Building Contract; and (b) the sum of [ ] euro (EUR[ ]) in respect of the Change Order Amount; and To the Agent, in reimbursement of the related Coface Premium. We confirm that at the date hereof the representations and warranties set out in Clause 9 of the Agreement are true and no Event of Default has occurred and is continuing. Yours faithfully for and on behalf of (formerly known as F3 TWO, LTD.) 1 The total of the amounts in paragraphs (a) and (b) and the amount of the Coface Premium in euro.

Non-Binding. Unless expressly authorised in writing by the Group-Wide Lenders and then on such terms and conditions as the Group-Wide Lenders may require, the Steering Committee shall not negotiate the terms of or enter into any agreement on behalf of the Group-Wide Lenders or any of them. This Clause 30 may be relied upon by any member of the Steering Committee notwithstanding the second paragraph of Clause 1.2. Made in five (5) originals on the date before written. (as Lender and as Agent) by: by: its: its: by: by: its: its: by: its: Certified Copy of the commercial invoice, duly executed by the Builder in favour of the Borrower and countersigned by the Borrower. Certified Copy of the Protocol of Delivery and Acceptance, duly executed by the Builder and the Borrower. Certified Copy of the declaration of warranty, duly executed by the Builder confirming that the Vessel is delivered to the Borrower free and clear of all encumbrances whatsoever. Certified Copy of the commercial invoice(s) corresponding to the Change Orders or any other similar document issued by the Builder stating the Change Order Amount, duly executed by the Builder in favour of the Borrower and countersigned by the Borrower. Acknowledgement of the notice of assignment of the Borrower’s rights under the post-delivery warranty given by the Builder under the Building Contract pursuant to the Assignment of Warranty Rights. Certified Copy of the power of attorney pursuant to which the authorised signatory of the Builder signed the documents referred to in this Appendix I and a specimen of his signature. BNP PARIBAS 00 xxxxxxxxx xxx Xxxxxxxx, 00000 Xxxxx, Xxxxxx 662 042 449 (RCS Paris) CREDIT AGRICOLE CORPORATE AND & INVESTMENT BANK (formerly known as Calyon) 0 xxxx xx Xxxxxxxxx Xxxx Xxxxxx, 92920 Paris La Défense Cedex, France 304 187 701 (RCS Nanterre) HSBC FRANCE 000 xxxxxx xxx Xxxxxx Xxxxxxx, 00000 Xxxxx, Xxxxx 00, Xxxxxx 775 670 284 (RCS Paris) SOCIETE GENERALE 00 xxxxxxxxx Xxxxxxxxx, 00000 Xxxxx, Xxxxxx 552 120 222 (RCS Paris) each a French société anonyme To: [ ] as Agent From: [The Existing Lender] (the “Existing Lender”) and [The New Lender] (the “New Lender”) Dated: Norwegian Epic, Ltd. (formerly known as F3 Two, Ltd.) - Equivalent Amount in Dollars of EUR662,905,320 Loan Agreement dated 22 September 2006 (as amended and/or restated) (the “Agreement”) 1. We refer to the Agreement. This is a Transfer Certificate. Terms defined in the Agreement have the same meaning in this Transfer Certificate unless given a different meaning in this Transfer Certificate. 2. We refer to Clause 18.5: (a) The Existing Lender and the New Lender agree to the Existing Lender transferring to the New Lender by novation all or part of the Existing Lender’s Commitment, rights and obligations referred to in the Schedule in accordance with Clause 18.5. (b) The proposed Transfer Date is [ ]. (c) The Facility Office and address, fax number and attention details for notices of the New Lender for the purposes of Clause 27 are set out in the Schedule. 3. The New Lender expressly acknowledges the limitations on the Existing Lender’s obligations set out in Clause 18.4.318.4.13. 4. This Transfer Certificate may be executed in any number of counterparts and this has the same effect as if the signatures on the counterparts were on a single copy of this Transfer Certificate. 5. This Transfer Certificate is governed by English law. [insert relevant details] [Facility Office address, fax number and attention details for notices and account details for payments] [Existing Lender] [New Lender] By: By: This Transfer Certificate is accepted by the Agent and the Transfer Date is confirmed as [ ]. [Agent] By: BNP Paribas ECEP/Export Finance ACI:: CHDESA1 00 Xxxxx xx Xxxxxx Xxxxx-Xxxxxx 00000 Xxxxx Cedex 01 France Dear Sirs We refer to the loan agreement for hull no. D33 dated 22 September 2006 as amended and/or restated made between ourselves as borrower, yourselves, Crédit Agricole Corporate & Investment Bank (formerly known as Calyon), HSBC France and Société Générale as lenders and yourselves as agent (the “Agreement”). Terms defined in the Agreement shall have the same meaning in this Notice. We hereby give you notice that pursuant to the Agreement and on [date of proposed drawdown] 2010, we wish to draw down the Loan (in the Equivalent Amount of the sum of [ ] euro (EUR[ ])1) upon the terms and subject to the conditions contained therein. In accordance with the provisions of Clause 3.3, we hereby request you to advance the Loan by crediting the proceeds as follows: To the Builder: (a) the sum of [ ] euro (EUR[ ]) being the amount of the Contract Price of the Vessel prior to any Change Order remaining due under the Building Contract; and (b) the sum of [ ] euro (EUR[ ]) in respect of the Change Order Amount; and To the Agent, in reimbursement of the related Coface Premium. We confirm that at the date hereof the representations and warranties set out in Clause 9 of the Agreement are true and no Event of Default has occurred and is continuing. Yours faithfully for and on behalf of (formerly known as F3 TWO, LTD.) 1 The total of the amounts in paragraphs (a) and (b) and the amount of the Coface Premium in euro.

Non-Binding. Unless expressly authorised in writing by the Group-Wide Lenders and then on such terms and conditions as the Group-Wide Lenders may require, the Steering Committee shall not negotiate the terms of or enter into any agreement on behalf of the Group-Wide Lenders or any of them. This Clause 30 may be relied upon by any member of the Steering Committee notwithstanding the second paragraph of Clause 1.2. Made in five (5) originals on the date before written. F3 TWO, LTD. BNP PARIBAS (as Lender and as Agent) by: by: ____________________ ____________________ its: its: by: by: ____________________ ____________________ its: its: by: ____________________ its: Certified Copy of the commercial invoice, duly executed by the Builder in favour of the Borrower and countersigned by the Borrower. Certified Copy of the Protocol of Delivery and Acceptance, duly executed by the Builder and the Borrower. Certified Copy of the declaration of warranty, duly executed by the Builder confirming that the Vessel is delivered to the Borrower free and clear of all encumbrances whatsoever. Certified Copy of the commercial invoice(s) corresponding to the Change Orders or any other similar document issued by the Builder stating the Change Order Amount, duly executed by the Builder in favour of the Borrower and countersigned by the Borrower. Acknowledgement of the notice of assignment of the Borrower’s rights under the post-delivery warranty given by the Builder under the Building Contract pursuant to the Assignment of Warranty Rights. Certified Copy of the power of attorney pursuant to which the authorised signatory of the Builder signed the documents referred to in this Appendix I and a specimen of his signature. BNP PARIBAS 00 xxxxxxxxx xxx Xxxxxxxx, 00000 Xxxxx, Xxxxxx 662 042 449 (RCS Paris) CREDIT AGRICOLE CORPORATE AND & INVESTMENT BANK (formerly known as Calyon) 0 xxxx xx Xxxxxxxxx Xxxx Xxxxxx, 92920 Paris La Défense Cedex, France 304 187 701 (RCS Nanterre) HSBC FRANCE 000 xxxxxx xxx Xxxxxx Xxxxxxx, 00000 Xxxxx, Xxxxx 00, Xxxxxx 775 670 284 (RCS Paris) SOCIETE GENERALE 00 xxxxxxxxx Xxxxxxxxx, 00000 Xxxxx, Xxxxxx 552 120 222 (RCS Paris) each a French société anonyme To: [ ] as Agent From: [The Existing Lender] (the “Existing Lender”) and [The New Lender] (the “New Lender”) Dated: Norwegian Epic, Ltd. (formerly known as F3 Two, Ltd.) - Equivalent Amount in Dollars of EUR662,905,320 Loan Agreement 1. We refer to the Agreement. This is a Transfer Certificate. Terms defined in the Agreement have the same meaning in this Transfer Certificate unless given a different meaning in this Transfer Certificate. 2. We refer to Clause 18.5: (a) The Existing Lender and the New Lender agree to the Existing Lender transferring to the New Lender by novation all or part of the Existing Lender’s Commitment, rights and obligations referred to in the Schedule in accordance with Clause 18.5. (b) The proposed Transfer Date is [ ]. (c) The Facility Office and address, fax number and attention details for notices of the New Lender for the purposes of Clause 27 are set out in the Schedule. 3. The New Lender expressly acknowledges the limitations on the Existing Lender’s obligations set out in Clause 18.4.3. 4. This Transfer Certificate may be executed in any number of counterparts and this has the same effect as if the signatures on the counterparts were on a single copy of this Transfer Certificate. 5. This Transfer Certificate is governed by English law. [insert relevant details] [Facility Office address, fax number and attention details for notices and account details for payments] [Existing Lender] [New Lender] By: By: This Transfer Certificate is accepted by the Agent and the Transfer Date is confirmed as [ ]. [Agent] By: BNP Paribas ECEP/Export Finance ACI:CHDESA1 00 Xxxxx xx Xxxxxx Xxxxx-Xxxxxx 00000 Xxxxx Cedex 01 France Dear Sirs We refer to the loan agreement for hull no. D33 dated 22 September 2006 as amended and/or restated made between ourselves as borrower, yourselves, Crédit Agricole Corporate & Investment Bank (formerly known as Calyon), HSBC France and Société Générale as lenders and yourselves as agent (the “Agreement”). Terms defined in the Agreement shall have the same meaning in this Notice. We hereby give you notice that pursuant to the Agreement and on [date of proposed drawdown] 2010, we wish to draw down the Loan (in the Equivalent Amount of the sum of [ ] euro (EUR[ ])1) upon the terms and subject to the conditions contained therein. In accordance with the provisions of Clause 3.3, we hereby request you to advance the Loan by crediting the proceeds as follows: To the Builder: (a) the sum of [ ] euro (EUR[ ]) being the amount of the Contract Price of the Vessel prior to any Change Order remaining due under the Building Contract; and (b) the sum of [ ] euro (EUR[ ]) in respect of the Change Order Amount; and To the Agent, in reimbursement of the related Coface Premium. We confirm that at the date hereof the representations and warranties set out in Clause 9 of the Agreement are true and no Event of Default has occurred and is continuing. Yours faithfully for and on behalf of (formerly known as F3 TWO, LTD.) 1 The total of the amounts in paragraphs (a) and (b) and the amount of the Coface Premium in euro.anonyme

Non-Binding. Unless expressly authorised in writing by the Group-Wide Lenders and then on such terms and conditions as the Group-Wide Lenders may require, the Steering Committee shall not negotiate the terms of or enter into any agreement on behalf of the Group-Wide Lenders or any of them. This Clause 30 may be relied upon by any member of the Steering Committee notwithstanding the second paragraph of Clause 1.2. Made in five (5) originals on the date before written. (as Lender and as Agent) by: by: its: its: by: by: its: its: by: its: Certified Copy of the commercial invoice, duly executed by the Builder in favour of the Borrower and countersigned by the Borrower. Certified Copy of the Protocol of Delivery and Acceptance, duly executed by the Builder and the Borrower. Certified Copy of the declaration of warranty, duly executed by the Builder confirming that the Vessel is delivered to the Borrower free and clear of all encumbrances whatsoever. Certified Copy of the commercial invoice(s) corresponding to the Change Orders or any other similar document issued by the Builder stating the Change Order Amount, duly executed by the Builder in favour of the Borrower and countersigned by the Borrower. Acknowledgement of the notice of assignment of the Borrower’s rights under the post-delivery warranty given by the Builder under the Building Contract pursuant to the Assignment of Warranty Rights. Certified Copy of the power of attorney pursuant to which the authorised signatory of the Builder signed the documents referred to in this Appendix I and a specimen of his signature. BNP PARIBAS 00 xxxxxxxxx xxx Xxxxxxxx, 00000 Xxxxx, Xxxxxx 662 042 449 (RCS Paris) CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK (formerly known as Calyon) CALYON 0 xxxx xx Xxxxxxxxx Xxxx Xxxxxx, 92920 Paris La Défense Cedex, France 304 187 701 (RCS Nanterre) HSBC FRANCE 000 xxxxxx xxx Xxxxxx Xxxxxxx, 00000 Xxxxx, Xxxxx 00, Xxxxxx 775 670 284 (RCS Paris) SOCIETE GENERALE 00 xxxxxxxxx Xxxxxxxxx, 00000 Xxxxx, Xxxxxx 552 120 222 (RCS Paris) each a French société anonyme To: [ ] as Agent From: [The Existing Lender] (the “Existing Lender”) and [The New Lender] (the “New Lender”) Dated: Norwegian Epic, Ltd. (formerly known as F3 Two, Ltd.) - Equivalent Amount in Dollars of EUR662,905,320 Loan Agreement 1. We refer to the Agreement. This is a Transfer Certificate. Terms defined in the Agreement have the same meaning in this Transfer Certificate unless given a different meaning in this Transfer Certificate. 2. We refer to Clause 18.5: (a) The Existing Lender and the New Lender agree to the Existing Lender transferring to the New Lender by novation all or part of the Existing Lender’s Commitment, rights and obligations referred to in the Schedule in accordance with Clause 18.5. (b) The proposed Transfer Date is [ ]. (c) The Facility Office and address, fax number and attention details for notices of the New Lender for the purposes of Clause 27 are set out in the Schedule. 3. The New Lender expressly acknowledges the limitations on the Existing Lender’s obligations set out in Clause 18.4.3. 4. This Transfer Certificate may be executed in any number of counterparts and this has the same effect as if the signatures on the counterparts were on a single copy of this Transfer Certificate. 5. This Transfer Certificate is governed by English law. [insert relevant details] [Facility Office address, fax number and attention details for notices and account details for payments] [Existing Lender] [New Lender] By: By: This Transfer Certificate is accepted by the Agent and the Transfer Date is confirmed as [ ]. [Agent] By: BNP Paribas ECEP/Export Finance ACI:CHDESA1 00 Xxxxx xx Xxxxxx Xxxxx-Xxxxxx 00000 Xxxxx Cedex 01 France Dear Sirs We refer to the loan agreement for hull no. D33 dated 22 September 2006 as amended and/or restated made between ourselves as borrower, yourselves, Crédit Agricole Corporate & Investment Bank (formerly known as Calyon), HSBC France and Société Générale as lenders and yourselves as agent (the “Agreement”). Terms defined in the Agreement shall have the same meaning in this Notice. We hereby give you notice that pursuant to the Agreement and on [date of proposed drawdown] 2010, we wish to draw down the Loan (in the Equivalent Amount of the sum of [ ] euro (EUR[ ])1) upon the terms and subject to the conditions contained therein. In accordance with the provisions of Clause 3.3, we hereby request you to advance the Loan by crediting the proceeds as follows: To the Builder: (a) the sum of [ ] euro (EUR[ ]) being the amount of the Contract Price of the Vessel prior to any Change Order remaining due under the Building Contract; and (b) the sum of [ ] euro (EUR[ ]) in respect of the Change Order Amount; and To the Agent, in reimbursement of the related Coface Premium. We confirm that at the date hereof the representations and warranties set out in Clause 9 of the Agreement are true and no Event of Default has occurred and is continuing. Yours faithfully for and on behalf of (formerly known as F3 TWO, LTD.) 1 The total of the amounts in paragraphs (a) and (b) and the amount of the Coface Premium in euro.