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EXHIBIT 10.15
CRUISE LINE HOLDINGS CO.
September 17, 1998
Berkshire Partners LLC
Xxx Xxxxxx Xxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Attn: Xxxxxxx X. Xxxxx
Ladies and Gentlemen:
This letter sets forth our agreement whereby Cruise Line Holdings Co.,
a Delaware corporation (the "Company"), shall pay to Berkshire Partners LLC, a
Massachusetts limited liability company ("Berkshire"), a finance and structuring
fee in the amount of $1,250,000 for arranging the financing and certain other
transactions on behalf of the Company in connection with the transactions
contemplated by the Share Purchase Agreement between Viad Corp and the Company,
dated as of July 31, 1998 (the "Viad Agreement") and the Subscription and
Exchange Agreement among the Company, Xxxxxx Xxxxxx and the other signatories
thereto dated as of August 27, 1998. The Company shall also pay Berkshire's
reasonably incurred out-of-pocket expenses incurred in conduction with these
transactions, including but not limited to reasonable attorney's fees.
The finance and structuring fee shall be due and payable by the Company
on the Closing Date (as defined in the Viad Agreement).
If the foregoing accords with your understanding of our agreement,
kindly execute a copy of this letter in the space provided below and return it
to the Company.
Very truly yours,
CRUISE LINE HOLDINGS CO.
By: /s/ Xxxxxxx Xxxxx
---------------------------
Title: Authorized Person
The foregoing is accepted
and agreed to as of the
date first above written:
BERKSHIRE PARTNERS LLC
By: /s/ Xxxxxxx Xxxxx
-------------------
Name: Xxxxxxx Xxxxx
Title: Authorized Person
