NTL (PETERBOROUGH) LIMITED

Fixed and floating charge over the undertaking and all property and assets present and future, including goodwill, uncalled capital, buildings, fixtures, fixed plant & machinery see image for full details.

The chargor acknowledges and agrees to the new sfa and the transactions contemplated thereby and confirm all payment and performance obligations contingent or otherwise and undertakings arising under or in connection with its respective agreements, guarantees, pledges and grants of encumbrances under and subject to the terms of the group intercreditor agreement and each security document to which it is party. See image for full details.

Fixed and floating charge over the undertaking and all property and assets present and future, including goodwill, uncalled capital, buildings, fixtures, fixed plant & machinery see image for full details.

Fixed and floating charge over the undertaking and all property and assets present and future, including goodwill, uncalled capital, buildings, fixtures, fixed plant & machinery see image for full details.

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill uncalled capital buildings fixtures plant and machinery. See the mortgage charge document for full details.

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery. See the mortgage charge document for full details.

By way of fixed charges all right, title and interest in: 1) the english charged land 2) the tangible moveable property 3) the accounts 4) the intellectual property 5) any goodwill 6) the investments 7) the shares and all dividends 8) all monetary claims by way of assignment all right, title and interest in: 1) any insurance policy 2) all agreements, contracts, deeds, licences, undertakings 3) chattels hired, leased or rented 4) licences held, by way of floating charge the whole undertaking and assets not effectively charged. See the mortgage charge document for full details.

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill book debts uncalled capital buildings fixtures fixed plant and machinery. See the mortgage charge document for full details.

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery. See the mortgage charge document for full details.

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery. See the mortgage charge document for full details.

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery. See the mortgage charge document for full details.

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery. See the mortgage charge document for full details.

(A)- first legal mortgage all the material real property, all estates or interest in any f/h or l/h property,(b) - first fixed charge all estates or interest in any f/h or l/h property, all group shares, all moneys standing to the credit of any account, all benefits in respect of the insurances, all book and other debts, the proceeds of the same and all other moneys due, the goodwill, benefit of all licences, uncalled capital, the intellectual property rights, all benefits and proceeds in respect of the guarantee and support agreement and the share sale and purchase agreement, (c) - first floating charge all its assets not otherwise charged by paragraphs (a) and (b) above other than the present and future shares owned by the company in bell cablemedia (south hertfordshire) limited. See the mortgage charge document for full details.

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery. See the mortgage charge document for full details.

The aggregate of (1) 6 months rent from time to time under the lease. (Ii) amount standing to the credit of a seperate designated deposit account. See form 395 if M253C for further details.