INDEMNIFICATION AGREEMENTIndemnification Agreement • January 8th, 2013 • Norwegian Cruise Line Holdings Ltd. • Water transportation
This Indemnification Agreement (“Agreement”) is made as of [ ], 2013 by and between Norwegian Cruise Line Holdings Ltd., a company organized under the laws of Bermuda (the “Company”), and (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company and Indemnitee covering the subject matter of this Agreement.
ContractContribution and Exchange Agreement • January 8th, 2013 • Norwegian Cruise Line Holdings Ltd. • Water transportation • New York
CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”), dated as of [ ], 2013, by and between NORWEGIAN CRUISE LINE HOLDINGS LTD., a company organized under the laws of Bermuda (“Norwegian”), and NCL Investment Limited., a company organized under the laws of Bermuda, and NCL Investment II Ltd., a company organized under the laws of Bermuda (each, a “Holder”, and collectively, the “Holders”).
AMENDED AND RESTATED UNITED STATES TAX AGREEMENT for NCL CORPORATION LTD.United States Tax Agreement • January 8th, 2013 • Norwegian Cruise Line Holdings Ltd. • Water transportation • Delaware
This AMENDED AND RESTATED UNITED STATES TAX AGREEMENT (this “Agreement”) of NCL Corporation Ltd., a company organized under the laws of Bermuda (the “Company”), is made effective as of January , 2013, by Norwegian Cruise Line Holdings Ltd., a company organized under the laws of Bermuda (the “Principal Member) and the members of the Company as set forth on the Member Schedule (collectively the “Members” and each a “Member”).
ContractContribution and Exchange Agreement • January 8th, 2013 • Norwegian Cruise Line Holdings Ltd. • Water transportation • New York
CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”), dated as of [ ], 2013, by and between NORWEGIAN CRUISE LINE holdings LTD., a company organized under the laws of Bermuda (“Norwegian”) and TPG Viking I, Inc., a Cayman company, TPG Viking II, Inc., a Cayman company and TPG Viking AIV III, L.P., a Delaware limited partnership (each, a “Holder”, and collectively, the “Holders”) and TPG Viking I, L.P., a Cayman limited partnership, and TPG Viking II, L.P., a Cayman limited partnership.
AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT dated as of [ ], 2013 by and among GENTING HONG KONG LIMITED, STAR NCLC HOLDINGS LTD., AAA GUARANTOR CO-INVEST VI (B), L.P., AIF VI NCL (AIV), L.P., AIF VI NCL (AIV II), L.P., AIF VI NCL (AIV III), L.P.,...Shareholders’ Agreement • January 8th, 2013 • Norwegian Cruise Line Holdings Ltd. • Water transportation • New York
AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT, dated as of [ ], 2013 (this “Agreement”), by and among NORWEGIAN CRUISE LINE HOLDINGS, LTD., a company organized under the laws of Bermuda (the “Company”), GENTING HONG KONG LIMITED (f/k/a STAR CRUISES LIMITED), a company continued into Bermuda (“Genting”), STAR NCLC HOLDINGS LTD., a company organized under the laws of Bermuda (“Star Holdings”, and together with Genting, “GHK”), AAA Guarantor Co-Invest VI (B), L.P., 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., Apollo Overseas Partners (Delaware) VI, L.P., Apollo Overseas Partners (Delaware 892) VI, L.P., Apollo Overseas Partners VI, L.P. and Apollo Overseas Partners (Germany) VI, L.P. (each, an “Apollo Entity”, and collectively, the “Apollo Entities” or “Apollo”), TPG Viking, L.P., TPG Viking AIV I, L.P., TPG Viking AIV II, L.P. and TPG Viking AIV III, L.P. (each, a “TPG Entity”, and collectively, the “TPG Entities” or “TPG”), and
ContractContribution and Exchange Agreement • January 8th, 2013 • Norwegian Cruise Line Holdings Ltd. • Water transportation • New York
CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”), dated as of [ ], 2013, by and between NORWEGIAN CRUISE LINE HOLDINGS LTD., a company organized under the laws of Bermuda (“Norwegian”) and Star NCLC Holdings Ltd. (the “Holder”).
THIS DEED OF TRUST made on the day of January 2013Deed of Trust • January 8th, 2013 • Norwegian Cruise Line Holdings Ltd. • Water transportation
NORWEGIAN CRUISE LINES HOLDINGS LTD. a company incorporated in Bermuda on 21 February 2011 with registration number 45125 having its registered office at Cumberland House, 9th Floor, 1 Victoria Street, Hamilton HM 11, Bermuda (the “Company”)
NORWEGIAN CRUISE LINE HOLDINGS LTD. [ ] Ordinary Shares ($.001 par value per Ordinary Share) UNDERWRITING AGREEMENTUnderwriting Agreement • January 8th, 2013 • Norwegian Cruise Line Holdings Ltd. • Water transportation • New York
Each of the undersigned, Kevin M. Sheehan, President and Chief Executive Officer of Norwegian Cruise Line Holdings Ltd., a Bermuda company (the “Company”), and Wendy A. Beck, Executive Vice President and Chief Financial Officer of the Company, on behalf of the Company, does hereby certify pursuant to Section 6(k) of that certain Underwriting Agreement dated [ ], 2013 (the “Underwriting Agreement”) between the Company and, on behalf of the several Underwriters named therein, UBS Securities LLC and Barclays Capital Inc., that as of [ ], 2013:
