BRATT AUTO CONTRACTS LIMITED: Mortgages

All right title interest and benefit under the pbf agreement see form 395 (ref 240) 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.

By way of an equitable assignment in security of two hire contracts dated 1-9-90 and 4-9-90 see form 395 (ref 1029) for full details.

By way of an equitable assignment in security of a hire contract dated 1.11.90 see form 395 (ref 1028) for full details.

Fixed & floating charge over all book and other debts in respect of all contract hire agreements and leasing agreements see form 395 (ref 115) for full details.

5 hire contracts see form 395 for schedule.

By way of specific charge the interest from time to time of the company in all motor vehicles which are now or hereafter become the subject matter of a hiring agreement. See form 395 (ref 245) for full details.

All rights and interest of the company all monies benefit of insurance see form 395 (ref 450) for full details.

All the vehicles specified in the short particulars of the form 395 ref M42C).

All rights & benefits of the company in and to the contract (see form 395 ref m 194C for full details.

Various chattels see form 395 ref:M375 for details).

All sub-hiring agreements entered into at any time with customer(s) of the company relating to vehicles now or here-after owned by the chargee but-let by the chargee of the company under L P agreements.

Motor vehicles under contract no: 89212126 each + every contract of hire of the goods from time to time subsisting between the company + all other personapart from the debenture holder all sums now and from time to time hereafter dueowing or incurred to the company under hire contracts.

The company assigns to the mortgagee free and clear of liens etc. all rights and benefits of the company etc. (please see form 395 M69C for full details).

Bratt auto contracts limited assigns to the mortgagee free and clear of liens charges and other encumbrances all rights and benefits of the company in and to the contract details of which are shown on the attached schedule (see doc 395 ref M246 date 4/10/88).

Fixed charge over the following plant machinery chattels or other equipment of the company:- ford sierra saphire 1.8 lx vauxhall nova 1.2L vauxhall astra merit 1.3L lancia delta 1.6G tie citroen bx 17RD ford granada ghia 2.0L ford granada scorpio 2.9L & all additions,alterations accessories replacements & renewals relating thereto.

All sub-hring agreement and the monies payable thereunder entered into atany time with customers of the company relating to vehicles and or plant and or equipment now or hereafter owned by security pacific finance limited. (Please see doc 395/M141/31 mar/cf for full details).

A. the benefit of (1) all rights in (2) all monies due under (3) all guarantees (4) all insurances pursuant to all hire or lease agreements. B. the equipment comprised in all the said lease and hire agreements.

(1) the benefit of all contracts for the hire of motor vehicles on conditional sale, lease or contract hire with ford credit. (2) all right and title to the motor vehicles comprised in this security (3) all proceeds of sale and insurance monies receivable in respect of the assets comprised in this security.

First fixed charge over each sub-hiring agreement and the rights and choses in action both present and future created thereby in favour of the company and maintenance agreement (if any) and the benefit of all securities and guarantees (if any) for the same and includes any part thereof (for full details see doc M11).

All that property undertaking and assets charged by the prinipal deed and further deed.

Contract of hire dated 5/9/83 bmw 525E motor vehicle reg.no: A270 kwl allpresent + future contracts of hire made by the co.

1) contract of hire dated 1/9/83 one vauxhall cavalier 1.6GL motor vehicle reg.no: A832 yan. 2) contract of hire dated 3/9/83 one opel senator 30 ecd motor vehicle reg no.A464 ydp. 3) all other present and future contracts of hire made by the company.

A fixed charge on all leasing agreements all moneys payable under the leasing agreements. The goods comprised in the leasing agreements, the benefit of all guarantees, indemnities negotiable instruments & securities in connection with the leasing agreements, the benefit of all insurances effected under the terms of the leasing agreements.

Fixed & floating charge over the undertaking and all property and assets present and future including goodwill & bookdebts uncalled capital. Together with all buildings & fixtures (incl. Trade fixtures).