展品10.6
VIKING CRUISES LTD
9.125%到期日為2031年的債券
第二次補充契約
日期為2024年10月24日
1-4482
契約書
日期為2023年6月30日
紐約梅隆銀行信託公司,N.A.作為信託人
第二份補充契約(此」補充 契約」),日期於 2024 年 10 月 24 日,維京控股有限公司之間,該公司是一家根據百慕達法律組織的有限責任公司(」保證實體」或」VHL」), 維京郵輪有限公司,一家根據百慕達法律組織的有限責任註冊的豁免公司(」公司」),其現有擔保人(」現有擔保人」) 和新銀行 紐約梅隆信託公司(N.A.)是一家國家銀行協會,以下簡稱「契約」下的受託人(以此身份,」受託人”).
獨奏會
考慮到,本公司 至今已於 2023 年 6 月 30 日起執行並交付給受託人的契約(如在本條文日期前的補充和修訂,」契約」),根據該公司已發行 720 億元 其 2031 年到期 9.125% 高級債券(「債券」)的總本金額,由現有擔保人擔保;
考慮到,《契約》第 9.01 (a) (4) 條另有規定,公司、保證人及受託人 未經任何未償還債券持有人同意,可修改或補充該契約,作出任何可為持有人提供任何額外權利或福利或不影響下的法定權利的任何更改。 任何該等持有人在任何實質方面的承諾書;
考慮到,VHL 是該公司的母體,希望保證所有 本公司根據本文所載之條款及細則所承擔的債券及契約所承擔的義務,為持有人及受託人的利益;
考慮到,發行人希望修訂《契約》的前言及第 1.01、4.03 及 10.05 條,並增加新第 10.06 及 10.07 條 該簽約,以提供 VHL 能夠對本公司在債券和契約下的義務提供全面和無條件的保證,並在本補充契約生效後,根據以下條款 如 VHL 同意提供此類全面和無條件保證,VHL 可向受託人和債券持有人提供其經審核的綜合年度財務報表和簡明合併季度財務報表,而代替 本公司目前的報告義務;
考慮到,本公司已妥善通過並向受託人交付其決議 董事會授權執行及批准本補充契約;
考慮到,所有必要的條件 授權本公司及現有擔保人執行及交付本補充承諾書,並使本補充承諾對本公司、保證實體及現有擔保人有效及具約束力 遵守或已經進行或執行;以及
鑑於根據《契約》第 9.01 條,受託人獲授權 執行並交付此補充承諾書。
現在,因此,考慮到處所以及其他好處和有價值 當事人特此承認的考慮因素是否足夠及充足,當事人同意下列事項:
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第一條
DEFINITIONS
第1.01節 定義。所有大寫用語(如非本文件另有定義)均應具有債券契約中賦予其的含義。
第二條
修正案
第2.01節 修訂事項.
(a) 本信託契約前言擬修訂如下(建議添加至信託契約的文本如 粗體雙底線):
“本契約訂於 2023年6月30日,由維京郵輪有限公司(下稱“公司”),一家根據百慕達法律組織成立的豁免公司, VHL(以下簡稱 defined),保證人(如所 下文 定義)為方當事方,並由紐約梅隆銀行trust公司担任國家銀行協會,以 受託人身份(根據此身份,稱為“受託人”)。
公司,VHL, 擔保人和受託人同意如下,以使彼此受益,並使持有人(定義如下)同等且按比例受益於該公司截至2031年到期的9.125%優先票據(以下簡稱「票據」)的利益:
(b) 修改信託協議1.01條款,按字母順序插入以下新的定義術語(建議添加到信託書中的文字以粗體雙底線顯示): 粗體雙底線):
「VHL」指的是冰島控股有限公司,一家根據百慕達法律成立的有限責任豁免公司,以及根據此信託書保證公司根據該信託書負擔的義務的人及其繼承人與受讓人,直至該人的保證根據此信託書的規定被釋放。
「VHL擔保」指的是VHL對根據本信託書第10.06條款的規定對公司根據票據及此信託書負擔的義務作出完全無條件的擔保。”
(c) 修改信託協議4.03條款,完全如下所示(建議添加到信託書中的文字顯示在 粗體雙底線):
“第4.03條 報告。
(a) 只要有任何應付的票據存在,公司將向受託人提供:
(1) 截至2023年12月31日結束的財政年度開始,公司將提供包含以下信息的年度報告,其詳細程度與發行說明書基本相似: (A)公司的最近兩個財政年度結束時的綜合資產負債表,以及公司最近三個財政年度的綜合損益表和現金流量表,包括完整的財務附註。
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基本報表和獨立核數師報告;(B) 公司的賺讓虛假收入表和資產負債表資料,連同解釋性腳註,註明自最近完成的財政年度開始以來已發生的任何重大收購、處分或資本重組,該年度年報涉及的事項(除非根據下文第(2)或(3)條款已提供了這些賺讓資訊);但僅在合理費用範圍內提供這些賺讓財務資訊;(C) 經核數財務報表的營運和財務回顧,包括對營運結果(包括業務部門的討論)、財務狀況及流動性和資本資源的討論,以及重大承諾和條件以及關鍵會計政策的討論;(D) 公司業務、管理和股東、重要聯屬交易和重要債務工具的描述;及(E) 重大風險因素和重要最近發展;但是,只要披露項目在所有重大方面符合適用於根據美國《交易法》第20-F表格的年報條款,則該披露項目將被視為滿足公司根據本條款(1)對該項目的義務;
(2) 在每個財政年度從2023年6月30日結束的每個頭三季度結束後的60天內,提交以下資訊的季度報告:(A) 截至該季度結束日的未經核數簡明綜合資產負債表,以及截至未經核數簡明資產負債表日期的季度和累計該年度至日期的未經核數簡明收入和現金流量表,以及公司的可比過去年度期間(可以根據資料整理的方式呈現),連同簡明腳註披露;(B) 公司的賺讓虛假收入表和資產負債表資料,連同解釋性腳註,註明自最近完成的財政季度開始以來已發生的任何重大收購、處分或資本重組,該季度季度報告涉及的事項(除非根據本條款第(2)的亞款(A)或(C)已提供了這些賺讓資訊);但僅在合理費用範圍內提供這些賺讓財務資訊;(C) 未經核數簡明財務報表的營運和財務回顧,包括對公司的綜合財務狀況和營運結果的討論,以及目前季度與去年同期之間的任何重大變化;以及(D) 重大最近發展;以及
(3) 在發生任何重大收購、處分或重組公司及受限子公司的情況,綜合考慮,或公司的高級主管變更、公司的稽核師變更,或公司公開公佈的任何其他重大事件後,應立即發布一份描述該事件的報告。
(b) 同時於提供上述每一份報告之際,公司將該報告張貼於其網站上,或IntraLinks或任何比擬的密碼保護的在線數據系統,該系統將要求保密確認(但不會限制接收此信息的人在交易公司或其聯屬公司的證券)。
(c) 於提供上述每份報告後的十個業務日內,公司將舉行與該報告相關的電話會議。有關進入該電話會議的詳細信息將於至少在該會議開始之前的24小時張貼在該
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website, IntraLinks or other online data system on which the report is posted, provided, however, that, so long as the VHL Guarantee remains in effect, if VHL holds a conference call to discuss the financial condition and results of operations of VHL and its consolidated Subsidiaries for the most recently-ended period for which financial statements have been or will be delivered pursuant to this Section 4.03, the Company will not be required to hold a second, separate call for the Holders as long as access information regarding such conference call is made available at VHL’s investor relations website ahead of such conference call.
(d) The annual report required by Section 4.03(a)(1) above will include a presentation either on the face of the financial statements or in footnotes thereto of the assets and liabilities and operating results of the Guarantors separate from the assets and liabilities and operating results of the non-Guarantor Subsidiaries. If the Company has designated any of its Subsidiaries as Unrestricted Subsidiaries and such Subsidiaries are Significant Subsidiaries, then the quarterly and annual financial information required by the preceding paragraphs will include a reasonably detailed presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of the Company and its Restricted Subsidiaries separate from the financial condition and results of operations of the Unrestricted Subsidiaries of the Company.
(e) All financial statements shall be prepared in accordance with IFRS; provided that the Board of Directors of the Company may elect not to comply with the treatment of direct marketing and advertising costs under IAS 38, Intangible Assets, and, as determined in good faith by the Board of Directors of the Company, any other IFRS requirements inconsistent with industry practice. The footnotes to such financial statements shall explain in reasonable detail any such non-IFRS practices used in the preparation of such financial statements. Except as provided in the second preceding sentence, all financial statements shall be prepared in accordance with IFRS on a consistent basis for the periods presented; provided, however, that the reports set forth in Section 4.03(a) above may, in the event of a change in applicable IFRS present earlier periods on a basis that applied to such periods, subject to the provisions of this Indenture. Except as provided for above, no report need include separate financial statements for the Company or Subsidiaries of the Company or any disclosure with respect to the results of operations or any other financial or statistical disclosure not of a type included in the Offering Memorandum.
(f) In addition, for so long as any Notes remain outstanding, the Company will furnish to the Holders and to securities analysts and prospective investors, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the U.S. Securities Act.
(g) The Trustee shall have no duty to examine any of such reports, information or documents to ascertain whether they contain the information and otherwise comply with the foregoing; the sole duty of the Trustee in respect of same being to file the same and make them available to Holders during normal business hours upon reasonable prior written request. Delivery of such reports, information and documents to the Trustee is for informational purposes only and the Trustee’s receipt of such shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Company’s compliance with any of its covenants under this Indenture (as to which the Trustee is entitled to rely exclusively on Officer’s Certificates).
Notwithstanding any other provision of this Section 4.03, so long as the VHL Guarantee remains in effect, the reports, documents and other information required to be delivered to the Holders of the Notes pursuant to this Section 4.03 may be satisfied by VHL (or any successor parent entity of the Company that assumes the guarantee obligations hereunder of VHL) filing
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or furnishing with the SEC, within the time periods specified in this Section 4.03, its annual and quarterly reports (other than the fourth quarter) and such other financial information required to be filed by it (or any such successor entity, as applicable) pursuant to Section 13 or 15(d) of the Exchange Act and such reports comply with the requirements of Rule 3-10 of Regulation S-X promulgated by the SEC (or any successor provision).
The Trustee may conclusively presume without independent investigation or inquiry that the (i) VHL Guarantee constitutes a full and unconditional guarantee of the Notes within the meaning of Rule 3-10 of Regulation S-X promulgated by the SEC (or any successor provision) and (ii) the VHL annual and quarterly reports and such other financial information referred to in the preceding paragraph comply with the requirements of Rule 3-10 of Regulation S-X promulgated by the SEC (or any successor provision), and the Trustee shall, in each case, be fully protected and have no liability in so presuming.”
(d) Section 10.05 of the Indenture is hereby amended to read in its entirety as follows (text that is proposed to be added to the Indentures is shown in bold double underlined):
“Section 10.05 Note Guarantees Release.
(a) The Note Guarantee of a Guarantor will automatically be released:
(1) in connection with any sale or other disposition of all or substantially all of the assets of that Guarantor (including by way of merger, consolidation, amalgamation or combination) to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary, if the sale or other disposition does not violate Section 4.10 of this Indenture;
(2) in connection with any sale or other disposition of Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary, if the sale or other disposition does not violate Section 4.10 of this Indenture and the Guarantor ceases to be a Restricted Subsidiary as a result of the sale or other disposition;
(3) if the Company designates such Guarantor to be an Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture;
(4) upon repayment in full of the Notes; or
(5) upon legal defeasance, covenant defeasance or satisfaction and discharge of this Indenture as provided in Section 8.02, Section 8.03 and Section 11.01;
provided that, in each case, the Company or such Guarantor has delivered to the Trustee an Officer’s Certificate (which may be combined with any other Officer’s Certificate required to be delivered pursuant to other provisions referenced in the foregoing clauses) stating that all conditions precedent provided for in this Indenture relating to such release have been complied with.
(b) Any additional Note Guarantee by a Guarantor pursuant to Section 4.17 hereof shall be automatically released when the Indebtedness that caused such Guarantor to enter into the additional Note Guarantee pursuant to Section 4.17 hereof has been fully discharged or no longer Guaranteed.
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(c) The VHL Guarantee will be automatically released:
(1) in connection with any sale or other disposition of all or substantially all of the assets of VHL (including by way of merger, consolidation, amalgamation or combination) to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary;
(2) upon repayment in full of the Notes; or
(3) upon legal defeasance, covenant defeasance or satisfaction and discharge of this Indenture as provided in Section 8.02, Section 8.03 and Section 11.01;
provided that, in each case, the Company or VHL has delivered to the Trustee an Officer’s Certificate (which may be combined with any other Officer’s Certificate required to be delivered pursuant to other provisions referenced in the foregoing clauses) stating that all conditions precedent provided for in this Indenture relating to such release have been complied with.”
(e) Section 10.06 and Section 10.07 are hereby added in the Indenture, which shall provide as follows (text that is proposed to be added to the Indentures is shown in bold double underlined):
“Section 10.06 VHL Guarantee.
(a) Subject to this Section 10.06, VHL hereby fully and unconditionally guarantees to each Holder of a Note authenticated and delivered by the Trustee and to the Trustee and their respective successors and assigns, irrespective of the validity and enforceability of this Indenture, the Notes or the Obligations of the Company hereunder or thereunder:
(1) the principal of, premium, if any, on, and interest and Additional Amounts, if any, on the Notes will be promptly paid in full when due, whether at maturity, by acceleration, redemption or otherwise, and interest on the overdue principal of, premium, if any, on and interest and Additional Amounts, if any, on the Notes (to the extent permitted by law) and all other Obligations of the Company to the Holders or the Trustee hereunder or thereunder will be promptly paid in full or performed, all in accordance with the terms hereof and thereof; and
(2) in case of any extension of time of payment or renewal of any Notes or any of such other Obligations, that same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise.
Failing payment when due of any amount so guaranteed or any performance so guaranteed for whatever reason, VHL will be obligated to pay the same immediately. VHL agrees that this is a guarantee of payment and not a guarantee of collection.
(b) VHL hereby agrees that its obligations hereunder are unconditional, irrespective of the validity, regularity or enforceability of the Notes or this Indenture, the absence of any action to enforce the same, any waiver or consent by any Holder with respect to any provisions hereof or thereof, the recovery of any judgment against the Company, any action to enforce the same or any other circumstance which might otherwise constitute a legal or equitable discharge or
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defense of a guarantor. VHL hereby waives diligence, presentment, demand of payment, filing of claims with a court in the event of insolvency or bankruptcy of the Company, any right to require a proceeding first against the Company, protest, notice and all demands whatsoever and covenant that this VHL Guarantee will not be discharged except by complete performance of the Obligations contained in the Notes and this Indenture.
(c) If any Holder or the Trustee is required by any court or otherwise to return to or for the benefit of the Company, VHL, the Guarantors or any custodian, trustee, liquidator or other similar official acting in relation to either the Company, VHL, or the Guarantors, any amount paid by either the Company, VHL, or the Guarantors to the Trustee, or such Holder, this VHL Guarantee, to the extent theretofore discharged, will be reinstated in full force and effect.
(d) VHL agrees that it will not be entitled to any right of subrogation in relation to the Holders in respect of any Obligations guaranteed hereby until payment in full of all Obligations guaranteed hereby. VHL further agrees that, as between VHL, on the one hand, and the Holders, and the Trustee, on the other hand, (1) the maturity of the Obligations guaranteed hereby may be accelerated as provided in Article 6 hereof for the purposes of this VHL Guarantee, notwithstanding any stay, injunction or other prohibition preventing such acceleration in respect of the Obligations guaranteed hereby, and (2) in the event of any declaration of acceleration of such Obligations as provided in Article 6 hereof, such Obligations (whether or not due and payable) will forthwith become due and payable by VHL for the purpose of this VHL Guarantee. VHL will have the right to seek contribution from any non-paying Guarantor so long as the exercise of such right does not impair the rights of the Holders, or the Trustee under the VHL Guarantee.
Section 10.07 Limitation on VHL Liability.
(a) VHL, the Trustee, and, by its acceptance of Notes, each Holder, hereby confirms that it is the intention of all such parties that the VHL Guarantee does not constitute a fraudulent transfer or conveyance for purposes of Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar national, federal, local or state law, a voidable preference, financial assistance or improper corporate benefit or violate the corporate purpose of VHL or any applicable capital maintenance or similar laws or regulations affecting the rights of creditors generally under any applicable law or regulation, in each case, to the extent applicable to such VHL Guarantee. To effectuate the foregoing intention, the Trustee, the Holders and VHL hereby irrevocably agree that the Obligations of VHL will be limited to the maximum amount that will, after giving effect to such maximum amount and all other contingent and fixed liabilities of VHL that are relevant under such laws, and after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of VHL in respect of the Obligations of VHL under this Article 10, result in the Obligations of VHL under its VHL Guarantee not constituting a fraudulent transfer or conveyance or a voidable preference, financial assistance or improper corporate benefit, or violating the corporate purpose of VHL or any applicable capital maintenance or similar laws or regulations affecting the rights of creditors generally under any applicable law or regulation.
(b) The VHL Guarantee shall be limited to the net assets of VHL at the relevant time.”
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ARTICLE III
THE VHL GUARANTEE
Section 3.01 The VHL Guarantee. VHL, by delivering an executed counterpart of this Supplemental Indenture, fully and unconditionally guarantees all of the Company’s Obligations under the Notes and the Indenture for the benefit of the Holders and the Trustee on the terms and subject to the conditions set forth in the Indenture (as amended by this Supplemental Indenture).
ARTICLE IV
EFFECT
Section 4.01 Effectiveness. This Supplemental Indenture shall become effective as of the date first above written upon its execution and delivery by the parties hereto.
ARTICLE V
MISCELLANEOUS
Section 5.01 Governing Law. THE INTERNAL LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED TO CONSTRUE THIS SUPPLEMENTAL INDENTURE WITHOUT GIVING EFFECT TO APPLICABLE PRINCIPLES OF CONFLICTS OF LAW TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE REQUIRED THEREBY.
Section 5.02 No Recourse Against Others. No director, officer, employee, incorporator or stockholder of the Company or any Guarantor, as such, will have any liability for any obligations of the Company or the Guarantors under the Notes, the Indenture, the Note Guarantees, or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder by accepting a Note waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes. The waiver may not be effective to waive liabilities under the federal securities laws.
Section 5.03 Counterparts Originals. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy will be an original, but all of them together represent the same agreement. The exchange of copies of this Supplemental Indenture and of signature pages by facsimile or electronic format (i.e., “pdf” or “tif” or any electronic signature complying with the U.S. federal ESIGN Act of 2000) or other electronically imaged transmission shall constitute effective execution and delivery of this Supplemental Indenture as to the parties hereto and may be used in lieu of the original Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or electronic format (i.e., “pdf” or “tif” or any electronic signature complying with the U.S. federal ESIGN Act of 2000) or other electronically imaged transmission shall be deemed to be their original signatures for all purposes. Any certificate and any other document delivered in connection with this Supplemental Indenture may be signed by or on behalf of the signing party by manual, facsimile or electronic format (i.e., “pdf” or “tif” or any electronic signature complying with the U.S. federal ESIGN Act of 2000) or other electronically imaged transmission. The Trustee shall not have a duty to inquire into or investigate the authenticity or authorization of any such electronic signature and shall be entitled to conclusively rely on any such electronic signature without any liability with respect thereto.
Section 5.04 Headings. The headings of the Articles and Sections of this Supplemental Indenture have been inserted for convenience of reference only, are not to be considered a part of this Supplemental Indenture and will in no way modify or restrict any of the terms or provisions hereof.
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Section 5.05 Trustee Not Responsible for Recitals. The statements and recitals contained herein shall be taken as statements and recitals of the Company, the Guaranteeing Entity and the Guarantors, and the Trustee does not assume any responsibility for their correctness. The Trustee makes no representations as to, and shall not be responsible in any manner whatsoever for or in respect of, (i) the validity, sufficiency or adequacy of this Supplemental Indenture, (ii) the proper authorization hereby by the Company by action or otherwise, (iii) the due execution hereof by the Company, the Guaranteeing Entity and the Guarantors or (iv) the consequences of any amendment herein provided for. In entering into this Supplemental Indenture, the Trustee shall be afforded the same rights, protections, privileges, immunities and indemnities as are afforded in the Indenture as if the same were fully set forth herein.
Section 5.06 Adoption, Ratification and Confirmation. The Indenture, as supplemented and amended by this Supplemental Indenture, is in all respects hereby adopted, ratified and confirmed.
Section 5.07 Enforceability. The Company, VHL and the Existing Guarantors each hereby represent and warrant that this Supplemental Indenture is their legal, valid and binding obligation, enforceable against each of them in accordance with its terms.
Section 5.08 Severability. In case any provision in this Supplemental Indenture is invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired thereby.
Section 5.09 Company Instruction. The Company hereby requests and directs the Trustee to join with the Company, the Guarantors and VHL in the execution of this Supplemental Indenture.
[Signature Page Follows]
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IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed as of the date first written above.
VIKING CRUISES LTD | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING HOLDINGS LTD, as Guaranteeing Entity | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Tile: Authorized Signatory | ||
VIKING RIVER CRUISES, INC., as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING RIVER CRUISES (INTERNATIONAL) LLC, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING USA LLC, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
DILO HOLDINGS LIMITED, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory |
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LASPENTA HOLDINGS LIMITED, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING CROISIERES S.A., as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING CRUISES INTERNATIONAL LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING CRUISES PORTUGAL, S.A., as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING EXPEDITION LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING EXPEDITION SHIP I LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING EXPEDITION SHIP II LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory |
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VIKING OCEAN CRUISES FINANCE LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES II LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES SHIP I LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES SHIP II LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES SHIP V LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES SHIP VI LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory |
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VIKING OCEAN CRUISES SHIP VII LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES SHIP VIII LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES SHIP IX LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES SHIP X LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES SHIP XI LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES SHIP XII LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES SHIP XIII LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory |
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VIKING OCEAN CRUISES SHIP XIV LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES SHIP XV LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING OCEAN CRUISES SHIP XVI LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING RIVER CRUISES (BERMUDA) LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING RIVER CRUISES AG, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING RIVER CRUISES LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING RIVER CRUISES UK LIMITED, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory |
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VIKING RIVER TOURS LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING SEA LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING SERVICES LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory | ||
VIKING FULFILLMENT CENTER LTD, as Guarantor | ||
By: | /s/ Torstein Hagen | |
Name: Torstein Hagen | ||
Title: Authorized Signatory |
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THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee | ||
By: | /s/ Ann M. Dolezal | |
Name: Ann M. Dolezal | ||
Title: Vice President |
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