EX-4.36 Amendment Agreement



 





Exhibit 4.36



[Confidential Treatment]



Private & Confidential




To: NCL (Bahamas) Ltd. (NCLB) and NCL Corporation Ltd. (NCLC)




From: Crown Odyssey Limited (COL)




Date: 1 September 2006




Dear Sirs,




Subject: Sale and Charter of m.v. Norwegian Crown (the “Ship”)





	1.	 	Reference is made to:
	 
	(i)	 	the bareboat charter dated 20 April 2004 (the Original Charter) pursuant to which COL
agreed to charter the Ship to NCLB;
	 
	(ii)	 	the guarantee dated 20 April 2004 (the Original Charter Guarantee) pursuant to which
NCLC agreed to guarantee to COL the due performance of the Original Charter by NCLB;
	 
	(iii)	 	the memorandum of agreement dated 1 June 2006 (the MOA) pursuant to which COL agreed
to sell the ship to Fred. Olsen Cruise Lines Pte. Ltd., or permitted nominee (the Buyer); and
	 
	(iv)	 	the bareboat charter dated 1 June 2006 (the New Charter) pursuant to which the Buyer
agreed to charter the Ship to COL and to permit COL to sub-charter the Ship subject to certain
restrictions provided for in the New Charter.
	 
	2.	 	Each of COL and NCLB hereby agrees that upon and with effect from completion of the
sale of the Ship pursuant to the MOA:
	 
	(i)	 	the terms and conditions of the Original Charter will be amended and restated as set
out in the attached Schedule; and
	 
	(ii)	 	the Original Charter will continue to bind each of COL and NCLB in accordance with
such amended and restated terms and conditions.
	 
	3.	 	NCLC hereby:
	 
	(i)	 	approves the proposed amendment and restatement of the Original Charter; and
	 
	(ii)	 	agrees that its obligations and liabilities under the Original Charter Guarantee will
continue in full force and effect after the proposed amendment and restatement of the Original
Charter becomes effective.
	 
	4.	 	Each of COL, NCLB and NCLC hereby agrees that:




 









 






	(i)	 	the agreement (the Agreement) constituted by the countersignatures below on behalf of
NCLB and NCLC will take effect as an addendum to each of the Original Charter and the Original
Charter Guarantee;
	 
	(ii)	 	except as expressly amended and restated by the Agreement, each of the Original
Charter and the Original Charter Guarantee will remain in full force and effect;
	 
	(iii)	 	nothing contained in the Agreement will relieve NCLB or NCLC of any their respective
obligations or liabilities under the Original Charter or the Original Charter Guarantee;
	 
	(iv)	 	if the ship is not delivered to the Buyer in accordance with the MOA, the Agreement
will automatically terminate at the time and on the date when the MOA is terminated.





Yours faithfully,




Crown Odyssey Limited





			
	By:	 	Vijay Jeyaratnam

Attorney-in-fact




We hereby confirm our agreement to the terms and conditions set out above.




	 	 	 	 	 	 	 	 	 
	NCL (Bahamas) Ltd.	 	NCL Corporation Ltd.	 	 
	 
	 	 	 	 	 	 	 	 
	By:

	 	Paul Turner

Attorney-in-fact
	 	By:
	 	Paul Turner

Attorney-in-fact
	 	 






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Schedule



Words and expressions defined in the attached Agreement will bear the same meaning in this
Schedule.



Upon and with effect from completion of the sale of the Ship pursuant to the MOA, the Original
Charter will be amended and restated as set out below.



Box 3 will read “Crown Odyssey Limited, Bermuda as disponent owners.”



Box 16 will read “East Coast USA at a port selected by Charterers.”



Box 19 will read “In conformity with Class Rules.”



Box 20 will read “Worldwide trading within Institute Warranty Limits but always excluding all war
zones, countries banned by the UN from time to time and any areas/countries prohibited by the
government of the Vessel’s flag or underwriters.”



Box 21
will read “The Vessel shall be redelivered between [**] [Confidential Treatment]
 and, by
written notice to Owners given no later than [**] [Confidential Treatment]
, Charterers shall: (i) fix a
redelivery date between (and including) [**] [Confidential Treatment]
; and (ii) fix the port
of redelivery.”



Box 28 will be amended to mirror the provisions contained in Clause 12(b) of the New Charter.



Box 29 will read “US$125,000,000”



Other
provisions [**] [Confidential Treatment].







(End of Schedule)





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