EMPLOYMENT AGREEMENTEmployment Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation • Florida
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 12th day of June, 2023, by and between NCL (Bahamas) Ltd., a company organized under the laws of Bermuda (the “Company”), and Patrik Dahlgren (the “Executive”).
ContractSupplemental Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
[*]: THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
FORM OF NORWEGIAN CRUISE LINE HOLDINGS LTD. AMENDED AND RESTATED 2013 PERFORMANCE INCENTIVE PLAN RESTRICTED SHARE UNIT AWARD AGREEMENTRestricted Share Unit Award Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
THIS RESTRICTED SHARE UNIT AWARD AGREEMENT (this “Agreement”) is dated as of [_____________] by and between Norwegian Cruise Line Holdings Ltd., a company organized under the laws of Bermuda (the “Company”), and [Name] (the “Participant”).
THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Dated 15 June 2023 BREAKAWAY ONE, LTD. (as Borrower) NCL...Credit Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
Words and expressions defined in the Original Credit Agreement shall, unless the context otherwise requires or unless otherwise defined herein, have the same meanings when used in this Agreement.
AMENDMENT TO THE TERM LOAN FACILITYAmendment Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
parties thereto agreed to, amongst other things, the deferral of repayments of principal under the Original Facility Agreement (as amended by the 2020 Amendment Agreement).
THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Dated 15 June 2023 BREAKAWAY FOUR, LTD. (as Borrower)NCL...Supplemental Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
Words and expressions defined in the Original Credit Agreement shall, unless the context otherwise requires or unless otherwise defined herein, have the same meanings when used in this Agreement.
FOURTH SUPPLEMENTAL AGREEMENTRELATING TO THE SECURED CREDIT AGREEMENT DATED 12 OCTOBER 2012 AS AMENDED ON 25 JULY 2014 AND AMENDED AND RESTATED ON 21 APRIL 2020, 18 FEBRUARY 2021 AND 23 DECEMBER 2021 FOR THE DOLLAR EQUIVALENT OF UP TO €590,478,870...Fourth Supplemental Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
Words and expressions defined in the Original Credit Agreement shall, unless the context otherwise requires or unless otherwise defined herein, have the same meanings when used in this Agreement.
AMENDMENT TO THE TERM LOAN FACILITYSupplemental Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
Borrower of 100% of the First Instalment of the SACE Premium paid by it to SACE and payment to SACE of 100% of the Second Instalment of the SACE Premium (as defined therein).
ContractNorwegian Cruise Line Holdings Ltd. • February 28th, 2024 • Water transportation
[*]: THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
Seventh SUPPLEMENTAL AGREEMENTRELATING TO THE SECURED CREDIT AGREEMENT DATED 14 JULY 2014, AS MOST RECENTLY AMENDED AND RESTATED ON 15 JUNE 2023 FOR THE DOLLAR EQUIVALENT OF UP TO €748,685,000 PRE AND POST DELIVERY FINANCE FOR HULL NO. [*]Supplemental Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
Words and expressions defined in the Original Credit Agreement shall, unless the context otherwise requires or unless otherwise defined herein, have the same meanings when used in this Agreement.
ContractSupplemental Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
[*]: THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
Dated 24 October 2023 AMENDMENT TO THE TERM LOAN FACILITYAmendment Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
Agreement in order to document the redomiciliation of the relevant non-Bermudan entities in the Group as set out in the consent request from, amongst others, the Borrower, the Shareholder and the Guarantor, dated 7 September 2023.
ContractNorwegian Cruise Line Holdings Ltd. • February 28th, 2024 • Water transportation
[*]: THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
ContractSeventh Supplemental Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
[*]: THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
AMENDMENT TO THE TERM LOAN FACILITYAmendment Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
Dated 15 June 2023 SEAHAWK TWO, LTD. (as Borrower)NCL CORPORATION LTD. (as Parent)NCL INTERNATIONAL, LTD. (as Shareholder)THE LENDERS LISTED IN Schedule 1 (as Lenders)KFW IPEX-BANK GMBH (as Facility Agent)KFW IPEX-BANK GMBH (as Hermes Agent)KFW...Sixth Supplemental Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
Words and expressions defined in the Original Credit Agreement shall, unless the context otherwise requires or unless otherwise defined herein, have the same meanings when used in this Agreement.
ContractSecured Credit Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
[*]: THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation • New York
THIS CLASS A NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE AND IS REGISTERED IN THE NAME OF DTC OR A NOMINEE OF DTC OR A SUCCESSOR DEPOSITARY. THIS CLASS A NOTE IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN DTC OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS CLASS A NOTE (OTHER THAN A TRANSFER OF THIS CLASS A NOTE AS A WHOLE BY DTC TO A NOMINEE OF DTC OR BY A NOMINEE OF DTC TO DTC OR ANOTHER NOMINEE OF DTC OR BY DTC OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.]
EIGHTH SUPPLEMENTAL AGREEMENTRELATING TO THE SECURED CREDIT AGREEMENT DATED 14 JULY 2014, AS MOST RECENTLY AMENDED AND RESTATED ON 15 JUNE 2023 AND AS FURTHER AMENDED ON 23 OCTOBER 2023 FOR THE DOLLAR EQUIVALENT OF UP TO €748,685,000 PRE AND POST...Eighth Supplemental Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
Words and expressions defined in the Original Credit Agreement shall, unless the context otherwise requires or unless otherwise defined herein, have the same meanings when used in this Agreement.
ContractFifth Supplemental Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
[*]: THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
AMENDMENT TO TERM LOAN FACILITYSupplemental Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
amended and restated pursuant to an amendment and restatement agreement dated 17 February 2021 (the "February 2021 Amendment and Restatement Agreement"), and further amended and restated pursuant to an amendment and restatement agreement dated 17 June 2021 (the "June 2021 Amendment and Restatement Agreement"), pursuant to which the parties agreed to the temporary suspension of certain covenants under the Guarantee and addition of certain covenants under the Original Facility Agreement (as amended from time to time prior to the dates of such amendment agreements). Pursuant to such amendments, the amount of the Facility was increased to an Amended Maximum Loan Amount of $ 1,143,712,708.87.
ContractAgreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
[*]: THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
As of September 1, 2023Employment Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of October 11, 2023 (this “Supplemental Indenture”), by and between NCL Corporation Ltd. (the “Issuer”) and U.S. Bank Trust Company, National Association, as trustee (in such capacity, the “Trustee”).
EXPLORER III NEW BUILD, LLC REDOMICILIATION: SECOND SIDE LETTERNorwegian Cruise Line Holdings Ltd. • February 28th, 2024 • Water transportation
Facility Agreement originally dated 19 December 2018 (as amended, as amended and restated and as supplemented from time to time, the "Facility Agreement") and made between, amongst others, (i) Explorer III New Build, LLC as borrower (the "Borrower"), (ii) the banks and financial institutions listed in Schedule 1 therein as lenders (the "Lenders"), (iii) BNP Paribas Fortis S.A./N.V., Crédit Agricole Corporate and Investment Bank, HSBC Bank PLC, Cassa Depositi e Prestiti S.P.A. and Société Générale as mandated lead arrangers (the "Mandated Lead Arrangers"), (iv) BNP Paribas S.A. as facility agent (the "Facility Agent") (v) Crédit Agricole Corporate and Investment Bank as SACE agent (the "SACE Agent") and (vi) HSBC Corporate Trustee Company (UK) Limited as security trustee (the "Security Trustee") in relation to a loan facility of up to $560,310,095.41.
ContractSecured Credit Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
[*]: THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
ContractAgreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
[*]: THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
ContractSixth Supplemental Agreement • February 28th, 2024 • Norwegian Cruise Line Holdings Ltd. • Water transportation
[*]: THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
SIDE LETTERNorwegian Cruise Line Holdings Ltd. • February 28th, 2024 • Water transportation
Facility Agreement originally dated 19 December 2018 (as amended, as amended and restated and as supplemented from time to time, the "Facility Agreement") and made between, amongst others, (i) Explorer III New Build, LLC as borrower (the "Borrower"), (ii) the banks and financial institutions listed in Schedule 1 therein as lenders (the "Lenders"), (iii) BNP Paribas Fortis S.A./N.V., Crédit Agricole Corporate and Investment Bank, HSBC Bank PLC, Cassa Depositi e Prestiti S.P.A. and Société Générale as mandated lead arrangers (the "Mandated Lead Arrangers"), (iv) BNP Paribas Fortis S.A. as facility agent (the "Facility Agent") (v) Crédit Agricole Corporate and Investment Bank as SACE agent (the "SACE Agent") and (vi) HSBC Corporate Trustee Company (UK) Limited as security trustee (the "Security Trustee") in relation to a loan facility of up to $560,310,095.41.
ContractNorwegian Cruise Line Holdings Ltd. • February 28th, 2024 • Water transportation
[*]: THE IDENTIFIED INFORMATION HAS BEEN OMITTED FROM THE AGREEMENT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
