THIS AGREEMENT for a loan is made on the 20th day of December, 1999
BETWEEN JOONDALUP LIMITED, a company incorporated in the Isle of Man
whose registered address is at Xxxxxxxxxxxxx Xxxxx, Xxxxxx
Xxxx, Xxxxxxxx Road, Xxxxxxx, Isle of Man, British Isles as
"Lender";
STAR CRUISES PLC, a company incorporated in the Isle of Man
whose registered address is at Xxxxxxxxxxxxx Xxxxx, Xxxxxx
Xxxx, Xxxxxxxx Road, Xxxxxxx, Isle of Man, British Isles as
"Borrower".
WHEREBY IT IS AGREED AS FOLLOWS:-
FACILITY
1. Amount
At the request of the Borrower, First Lender shall advance a sum of United
States Dollar Two Hundred and Sixty Million only (USD260,000,000-00)
("Principal Sum") respectively to the Borrower upon the terms of this
agreement.
2. Availability
2.1 The Principal Sum shall be advanced to the Borrower on 17th December,
1999 ("Advance").
3. Interest
3.1 Interest periods - ("Interest Period")
(A) Length of periods: Interest will accrue on the Advance by
reference to successive periods chosen by the First Lender and
Second Lender. These periods may be of 1,3 or 6 months or such
other period as may be mutually agreed upon.
3.2 Rate of Interest
The rate of interest applicable to an Interest Period shall be the Cost
of Funds incurred by the Lender plus 4% per annum.
3.3 Payment of Interest
Subject to clause 5.1 herein, the Borrower agrees to pay interest on
the outstanding Principal Sum and any outstanding amount due and
payable by the Borrower on the last day of each Interest Period.
3.4 Repayment
Subject to clause 5.1 herein, the Borrower agrees to repay the
principal amount borrowed on demand by the Lender.
4. Fees and Expenses
The Borrower agrees to pay all incidental costs and expenses incurred
by the Lender in connection with the loan herein granted.
5. Subordination
5.1 The Lender agree to enter into a Subordination Deed with the Borrower
and ABN AMRO Bank N.V("Security Agent") in the form approved by the
Security Agent in relation to the Loan Agreement dated 19th December,
1999 between the Borrower and the Lenders thereunder.
6. Preservation of Lenders' rights
6.1 Any indulgence given by the Lender shall not constitute or be deemed to
operate as a waiver of or prejudice the Lender's rights against the
Borrower in respect of any breach by the Borrower of its obligations
hereunder.
7. Governing law
This agreement shall be governed and construed in accordance with the
laws of the Isle of Man.
IN WITNESS HEREOF, the parties hereby execute this agreement on the date set
forth hereinabove.
/s/ Nigel Xxxx Xxxxxx
-----------------------------
NIGEL XXXX XXXXXX
for and on behalf of
JOONDALUP LIMITED
/s/ Xxxxxx Xxx Ewe Keng
----------------------------
XXXXXX XXX EWE KENG
for and on behalf of
STAR CRUISES PLC
