0001144204-19-010508 Sample Contracts

Contract
Guarantee • February 27th, 2019 • Norwegian Cruise Line Holdings Ltd. • Water transportation

[*]: THE CONFIDENTIAL PORTION HAS BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION.

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CREDIT AGREEMENT dated as of January 10, 2019 among NCL CORPORATION LTD., as Borrower, THE LENDERS PARTY HERETO, NORDEA BANK ABP, NEW YORK BRANCH, as Administrative Agent and as Collateral Agent NORDEA BANK ABP, NEW YORK BRANCH, MIZUHO BANK, LTD.,...
Credit Agreement • February 27th, 2019 • Norwegian Cruise Line Holdings Ltd. • Water transportation • New York

CREDIT AGREEMENT dated as of January 10, 2019 (this “Agreement”), among NCL CORPORATION LTD., a Bermuda company (“NCL”, the “Company” or the “Borrower”), the LENDERS party hereto from time to time, and NORDEA BANK ABP, NEW YORK BRANCH, as administrative agent (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”).

FOURTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of January 2, 2019, among NCL CORPORATION LTD., as Company, VOYAGER VESSEL COMPANY, LLC, as Co-Borrower, THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Administrative Agent and as...
Credit Agreement • February 27th, 2019 • Norwegian Cruise Line Holdings Ltd. • Water transportation • New York

FOURTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of January 2, 2019 (this “Agreement”), among NCL CORPORATION LTD., a Bermuda company (“NCL” or the “Company”), Voyager Vessel Company, LLC, a Delaware limited liability company (the “Co-Borrower” and, together with the Company, the “Borrowers”), the Subsidiary Guarantors party hereto (with respect to Section 1.04 only), the LENDERS party hereto from time to time, and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”).

TERMINATION AGREEMENT (this “Agreement”) December 3, 2018
Termination Agreement • February 27th, 2019 • Norwegian Cruise Line Holdings Ltd. • Water transportation • New York

Reference is made to the Amended and Restated Shareholders’ Agreement, dated as of January 24, 2013, as amended on November 19, 2014 (as further amended, supplemented or otherwise modified, the “Shareholders’ Agreement”), by and among Genting Hong Kong Limited (“Genting”), Star NCLC Holdings Ltd. (together with Genting, “GHK”), AIF VI NCL (AIV), L.P., AIF VI NCL (AIV II), L.P., AIF VI NCL (AIV III), L.P., AIF VI NCL (AIV IV), L.P., AAA Guarantor — Co-Invest VI (B), L.P., Apollo Overseas Partners (Delaware) VI, L.P., Apollo Overseas Partners (Delaware 892) VI, L.P., Apollo Overseas Partners VI, L.P., Apollo Overseas Partners (Germany) VI, L.P., AAA Guarantor — Co-Invest VII, L.P., AIF VI Euro Holdings, L.P., AIF VII Euro Holdings, L.P., Apollo Alternative Assets, L.P., Apollo Management VI, L.P., Apollo Management VII, L.P. and NCL Athene LLC (collectively, the “Apollo Entities,” and, together with GHK, the “Shareholders”), TPG Viking, L.P., TPG Viking AIV I, L.P., TPG Viking AIV II, L.

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