THE CABLE EQUIPMENT STORE LIMITED: Mortgages

All monies, obligations and liabilities whether actual or contingent which are covenanted or guaranteed to be paid by each chargor (as defined therein) to the chargees under or pursuant to the agreement dated 27TH march 1998 and/or the security trust deed and/or all or any of the other security documents (as defined)

All monies, obligations and liabilities whether actual or contingent which are covenanted or guaranteed to be paid by each chargor (as defined therein) to cibc wood gundy PLC (in its capacity as security trustee) for the account of (a) the agent, the security trustee, the arrangers and the banks (or any of them) under or pursuant to the agreement dated 22ND may 1996 and/or this deed and/or the security trust deed and/or any of the other security documents; (b) the interest rate beneficiaries (or any of them) in respect of the interest rate protection arrangements; and (c) the bond providers (or any of them) in respect of any indemnity from each chargor issued in connection with the bond provision arrangements (all as defined in the deed) (collectively the beneficiaries) whether by acceleration or otherwise

All monies due or to become due from the company and/or united artists communicatioins nominees limited and/or tci/us west cable communications group partnership to the beneficiaries (as therein defined) or to the toronto-dominion bank (as security trustee for the beneficiaries) under the terms of the guaranteescontained in the mortgage in respect of the loan agreement dated 4TH october 1993 (as from time to time amended varied extended restated or replaced) the interst rate protection agreements (as therein defined) any indemnity from united artists communications (avon) limited issued in connection with the bond provision arrangements (as therein defined) and/or otherwise under the mortgage