URBAN SPLASH HOUSE LIMITED

Land on the south-east side of lockyard lane, manchester, M4 6JN registered at hm land registry under title number MAN367594.

The land comprising land on the south-west of guest street, manchester registered at the land registry with title number MAN329557. For details of additional property please refer to schedule 1 of the charge.

The leasehold property known as phase 3, new islington, manchester at new islington in the city of manchester registered at the land registry with title number MAN367594.

The leasehold land at irc oakington situate at rampton road, longstanton, cambridge known as phase 1A of phase 2A northstowe as shown edge red on the plan attached to the charge. Title number CB453877.

Mansion house (plot 3) at new islington in the city of manchester as shown edged red on the plan at schedule 2 of the fixed charge, being all those premises demised pursuant to a lease dated 9 january 2020 made between the council of the city of manchester and urban splash house limited granted out of the council of the city of manchester's title with title number GM900745.

Mansion house (plot 3) at new islington in the city of manchester as shown edged red on the plan at schedule 8 of the debenture, being all those premises demised pursuant to a lease dated 9 january 2020 made between the council of the city of manchester and urban splash house limited granted out of the council of the city of manchester's title with title number GM900745.

The land off springfield lane, salford, such part of the southerly half width of senior street, salford that adjoins the freehold land registered at hm land registry with title number GM899089 and such part of the southerly half width of senior street, salford that adjoins the leasehold land registered at hm land registry with title number MAN284244 as shown on the plan appended to the legal mortgage.

As a continuing security for the payment and discharge of the secured liabilities, the company with full title guarantee charges to the lender by way of first legal mortgage the land on the east side of springfield lane, salford being all that leasehold property registered at the land registry with absolute freehold title under title number MAN275921 and with title good leasehold under title number MAN284244, together with all that freehold property registered at the land registry with absolute freehold title under title number GM899089 and by way of first fixed charge all of the company's rights in respect of any patents, trade-marks, service marks, designs, business names, copyrights, database rights, design rights, domain names, moral rights, inventions, confidential information, know-how and other intellectual property rights and interests (whether registered or unregistered) in connection with the development (as defined in the charge) and the benefit of all applications for and rights to use such assets.

As a continuing security for the payment and discharge of the secured liabilities (as defined in the legal mortgage), the borrower with full title guarantee charges to the lender:. 1. by way of first legal mortgage, the property (the leasehold property known as all that leasehold property on the south side of new islington, manchester being the whole of the property registered at the land registry under title number MAN254784 and, where the context so requires, includes the buildings on that property); and. 2. by way of first fixed charge:. A) all of the borrower’s rights in respect of any patents, trade - marks, service marks, designs, business names, copyrights, database rights, design rights, domain names, moral rights, inventions, confidential information, know-how and other intellectual property rights and interests (whether registered or unregistered) in connection with the development (as defined in the legal mortgage) and the benefit of all applications for and rights to use such assets;. B) the benefit of all licences, consents, agreements and authorisations(as defined in the legal mortgage) held or used by the borrower in connection with the development, to the extent not effectively assigned under clause 3.2 (of the legal mortgage); and. C) the benefit of all other licences, contracts, guarantees, appointments and warranties relating to the charged property (being all the assets, property and undertaking for the time being subject to any security created by this deed (and references to the charged property shall include references to any part of it)) and other documents to which the borrower is a party or which are in its favour or of which it has the benefit relating to any letting, development, sale, purchase, use or the operation of the charged property or otherwise relating to the charged property (including, in each case, but without limitation, the right to demand and receive all monies whatever payable to or for its benefit under or arising from any of them, all remedies provided for in any of them or available at law or in equity in relation to any of them, the right to compel performance of any of them and all other rights, interests and benefits whatever accruing to or for its benefit arising from any of them.