NCLA definition

NCLA means NCL America Holdings Inc., a Delaware corporation and a Subsidiary of the Company.
NCLA means that portion of the Leased Premises consisting of the south 25 feet of the Leased Premises (approximately 3,125 square feet).
NCLA means NCL America Holdings Inc., a Delaware corporation. “NCLA Business” means the operations and business conducted by NCLA and its Subsidiaries, which include the operation of the America Vessel and the Aloha Vessel and, until the Jade Transfer has been completed, the vessel “Pride of Hawai’i”. “NCLA Capital Expenditures” means, for any period, the aggregate amount of any capital expenditures made by NCLA and any of its Subsidiaries in such period with respect to the NCLA Business (including any capital expenditures made in relation to the vessel “Pride of Hawai’i” until the Jade Transfer has been completed). “NCLA Cash Losses” means the amount, if negative, of the sum of (i) NCLA EBITDA, less (ii) NCLA Capital Expenditures, less (iii) interest paid or accrued on the Allocable NCLA Indebtedness at the Blended Rate, in each case in respect of the period beginning on the Effective Date and ending on the NCLA Valuation Date and in each case as reflected on the NCLA Financial Statements or the accounting books and records of NCLA. “NCLA Continuation Agreement” has the meaning set forth in Section 2.4(a). “NCLA EBITDA” means, for any period, the sum of (i) net revenues, less (ii) ship operating expenses and selling, general and administrative expenses as allocated in a manner consistent with past practice as included in management reports, in each case as determined in accordance with GAAP and as reflected in the NCLA Financial Statements or the accounting books and record of NCLA. For the avoidance of doubt, (a) any Shared Overhead Expenses which are incurred by the Company and its Subsidiaries in any such period shall be included (without duplication) in the calculation of NCLA EBITDA for such period, and (b) any Shut Down Costs, Post-Termination Expenses or Early Redeployment Expenses which are incurred in any such period shall not be included in the calculation of NCLA EBITDA for such period. “NCLA Financial Statements” means the consolidated financial statements of NCLA and its Subsidiaries prepared by the Company from time to time in accordance with GAAP consistent with past accounting policies and practices. “NCLA Undertakings” means the collective rights, obligations and covenants set forth in Section 2.1. “NCLA Valuation Date” has the meaning set forth in Section 2.3(c). “NCLA Wind-up Determination” has the meaning set forth in Section 2.4(b). “Notice Date” has the meaning set forth in Section 2.3(c). “Payment” has the meaning set forth in Section 3....

Examples of NCLA in a sentence

  • Following any decision to shut down the NCLA Business, any decision to sell or otherwise dispose of any of the assets of the NCLA Business (other than the Pride of America Vessel, the Pride of Aloha Vessel and their respective related assets) as part of the Shut Down Procedure shall be determined solely by Star.

  • At any time after the Closing Date, Star may give notice (the “Star Termination Election”) to the Guarantor and Investor I that it is terminating the NCLA Undertakings.

  • Subject to the proviso in the immediately preceding paragraph, the Guarantor shall use reasonable best efforts to fund any payments to Star pursuant to the NCLA Continuation Agreement, NCLA Wind Up Transactions or the Guarantor Termination Election by either the use of funds generated internally by the Guarantor or generated from the incurrence of additional Indebtedness from existing or new debt facilities.

  • If none of the Guarantor Termination Election, the NCLA Continuation Agreement or the NCLA Wind-up Determination has been made by 31 December 2008, the provisions of the Reimbursement Agreement shall apply as if the Guarantor and Star have entered into the NCLA Continuation Agreement.

  • In the event the Star Termination Election has not been delivered prior to 1 December 2008, then on the earlier of (i) such date and (ii) the date on which the aggregate amount of NCLA Cash Losses actually accrued equals or exceeds USD37,500,000, the Guarantor may give notice to Star (the “Guarantor Termination Election”) that it is terminating the NCLA Undertakings.

  • In the event that the Guarantor and Star have not entered into the NCLA Continuation Agreement by the end of such thirty (30) day period or the Guarantor provides to Star notice prior to the expiration of such thirty (30) day period that the Guarantor has elected to shut down the NCLA Business (either such circumstance, the “NCLA Wind-up Determination”) the parties shall consummate the Wind Up Transactions.

  • Following receipt by the Guarantor of the Star Termination Election, the parties to the Reimbursement Agreement shall then within thirty (30) days thereafter either (i) enter into the NCLA Continuation Agreement (as defined in clause 3.4 of this Schedule) or (ii) make the NCLA Wind-up Determination (as defined in clause 3.5 of this Schedule).

  • Star and Investor I have agreed (the “NCLA Undertakings”) to cause the Guarantor to conduct the NCLA Business in the usual and ordinary course of business after the Closing Date.

  • In connection therewith, Star shall periodically reimburse the Guarantor for any NCLA Cash Losses up to the amount of the Cash Losses Cap.

  • Following receipt by the Guarantor of the Star Termination Election, the parties to the Reimbursement Agreement shall then within thirty (30) days thereafter either (i) enter into the NCLA Continuation Agreement (as defined in clause 3.4 of this Appendix) or (ii) make the NCLA Wind-up Determination (as defined in clause 3.5 of this Appendix).