2015 Uses in Equity Award Clause

Equity Award from Employment Agreement

THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into this 4th day of March 2015, by and between NCL (Bahamas) Ltd., a company organized under the laws of Bermuda (the "Company"), which is a wholly owned, indirect subsidiary of Norwegian Cruise Line Holdings Ltd. (the "Parent Company") and Andrew C. Stuart (the "Executive") and replaces supersedes any previous contract(s) previously Agreement executed between Company and Executive.

Equity Award. The Company shall recommend that the Parent Company grant the Executive an award of one hundred thousand (100,000) non-qualified stock options to acquire the Parent Company's ordinary shares as soon as practicable after the Effective Date. All stock options granted pursuant to this Section 3.3 shall (i) be granted under the Parent Company's 2013 Performance Incentive Plan (together with any successor equity incentive plan, the "Parent Equity Plan"), (ii) have an exercise price equal to the closing market price of the Parent Company's ordinary shares on the date of grant, (iii) have an ordinary term of ten (10) years (which is subject to earlier termination in accordance with the terms of the Parent Equity Plan), (iv) subject to the Executive's continued employment through each vesting date, vest in four equal annual installments on each of the first four anniversaries of the Effective Date following the date of grant, (v) become immediately vested upon the occurrence of a Sale of the Company (as such term is defined in the Amended and Restated Shareholders' Agreement of the Parent Company dated as of January 24, 2013, as amended), subject to the Executive's continued employment through immediately prior to such Sale of the Company, and (vi) be subject to the terms of the Parent Equity Plan and the option agreement in the Parent Company's customary form evidencing the awards. The number of ordinary shares subject to the stock options to be granted pursuant to this Section 3.3 is subject to equitable and proportional adjustments to reflect stock splits, stock dividends, mergers, combinations and similar extraordinary corporate transactions in a manner consistent with the terms of the Parent Equity Plan. Executive will not receive additional non-qualified stock options within the 2015 fiscal year. Beginning with the 2016 fiscal year, the Executive shall be eligible to receive additional equity awards under the Parent Equity Plan on the same schedule as the Company's other senior executives. Any future equity awards will have terms and will be granted at award levels that are generally consistent with awards granted to the Company's other senior executives (with appropriate consideration given to the Executive's position as President and Chief Operating Officer).

Equity Award from Employment Agreement

THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into this 28th day of November 2014, by and between Prestige Cruise Holdings, Inc., a company organized under the laws of Panama (the "Company"), which is a wholly owned, indirect subsidiary of Norwegian Cruise Line Holdings Ltd. (the "Parent Company") and Jason Montague (the "Executive").

Equity Award. The Company shall recommend that the Parent grant the Executive an award of sixty thousand (60,000) non-qualified stock options to acquire the Parent's ordinary shares as soon as practicable after the Effective Date. All stock options granted pursuant to this Section 3.3 shall (i) be granted under the Parent's 2013 Performance Incentive Plan (together with any successor equity incentive plan, the "Parent Equity Plan"), (ii) have an exercise price equal to the closing market price of the Parent's ordinary shares on the date of grant, (iii) have an ordinary term of ten (10) years (which is subject to earlier termination in accordance with the terms of the Parent Equity Plan), (iv) subject to the Executive's continued employment through each vesting date, vest in four equal annual installments on each of the first four anniversaries of the Effective Date following the date of grant, (v) become immediately vested upon the occurrence of a Sale of the Company (as such term is defined in the Amended and Restated Shareholders' Agreement of the Parent dated as of January 24, 2013, as amended), subject to the Executive's continued employment through immediately prior to such Sale of the Company, and (vi) be subject to the terms of the Parent Equity Plan and the option agreement in the Parent's customary form evidencing the awards. The number of ordinary shares subject to the stock options to be granted pursuant to this Section 3.3 is subject to equitable and proportional adjustments to reflect stock splits, stock dividends, mergers, combinations and similar extraordinary corporate transactions in a manner consistent with the terms of the Parent Equity Plan. Beginning with the 2015 fiscal year, the Executive shall be eligible to receive additional equity awards under the Parent Equity Plan on the same schedule as the Company's other senior executives. Any future equity awards will have terms and will be granted at award levels that are generally consistent with awards granted to the Company's other senior executives (with appropriate consideration given to the Executive's position as President and Chief Operating Officer).

Equity Award from Employment Agreement

THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into this 13th day of October 2014, by and between NCL (Bahamas) Ltd., a company organized under the laws of Bermuda (the "Company"), and Andrew Madsen (the "Executive").

Equity Award. The Company shall recommend that the Parent grant the Executive an award of one hundred fifty thousand (150,000) non-qualified stock options to acquire the Parent's ordinary shares as soon as practicable after the Effective Date. All stock options granted pursuant to this Section 3.3 shall (i) be granted under the Parent's 2013 Performance Incentive Plan (together with any successor equity incentive plan, the "Parent Equity Plan"), (ii) have an exercise price equal to the closing market price of the Parent's ordinary shares on the date of grant, (iii) have an ordinary term of ten (10) years (which is subject to earlier termination in accordance with the terms of the Parent Equity Plan), (iv) subject to the Executive's continued employment through each vesting date, vest in four equal annual installments on each of the first four anniversaries of the Effective Date following the date of grant, (v) become immediately vested upon the occurrence of a Sale of the Company (as such term is defined in the Amended and Restated Shareholders' Agreement of the Parent dated as of January 24, 2013, as amended), subject to the Executive's continued employment through immediately prior to such Sale of the Company, and (vi) be subject to the terms of the Parent Equity Plan and the option agreement in the Parent's customary form evidencing the awards. The number of ordinary shares subject to the stock options to be granted pursuant to this Section 3.3 is subject to equitable and proportional adjustments to reflect stock splits, stock dividends, mergers, combinations and similar extraordinary corporate transactions in a manner consistent with the terms of the Parent Equity Plan. Beginning with the 2015 fiscal year, the Executive shall be eligible to receive additional equity awards under the Parent Equity Plan on the same schedule as the Company's other senior executives. Any future equity awards will have terms and will be granted at award levels that are generally consistent with awards granted to the Company's other senior executives (with appropriate consideration given to the Executive's position as President and Chief Operating Officer).