CARE (NORTHERN IRELAND) LTD

All that the premises known as ashdale house, armaghlughey road, ballygawley, county tyrone BT70 2LG as comprised in folio 5746 county tyrone.

All monies mortgage/charge. All that land and premises known as ashdale house, armaghloughey road, ballygawley dungannon under folio 5746 co tyrone.

All monies debenture. The premises known as brindley house children's home, tully, kiladeas, co fermanagh. All that land and premises known as ashdale house, armaghloughey road, ballygawley dungannon under folio 5746 co tyrone.

All monies mortgage/charge. The premises known as brindley house children's home, tully, kiladeas, co fermanagh.

All monies legal charge.. All that land and premises comprised in the above folio and known as 64 armaghlughy road, ballygawley, co tyrone together with all charges set out in the charge and therein described.. The charge also contains a negative pledge on behalf of the company not to charge any assets without the consent in writing of the bank.

All monies debenture the companys undertaking property and assets whatsoever and wheresoever both present and future including goodwill and uncalled capital. The charge shall as regards all estate or interest legal or equitable in all freehold or lease- hold property all profits a prendre ease ments rights of way rights under coven- ants agreements undertakings and indem- nities and rights to compensation stat- utory or otherwise or income attaching thereto which shall at any time here- after during the continuance of this security become the property of the company and all present and future proceeds of insurance receivable by the company and its goodwill and uncalled capital for the time being be a specific charge and as regards all free- hold or leasehold property shall con- stitute a legal mortgage and shall as regards the other property hereby charged be a floating security but so that the company shall not be at liberty to create any mortgage or charge ranking in priority to or pari passu with these presents or sell or assign or grant any license to occupy any of the properties hereby charged without the prior written consent of the bank. The debenture further provides that the company shall not without the prior written consent of the bank assign or charge its book debts. See doc 17 on the main file for further details.

Mortgage. The lands and premises situate at tully, killadeas, county fermanagh demised by (two) indentures of conveyance dated 19TH day of may 1999 as detailed in doc 14 on the main file. The company therein covenanted that it shall not and will not create a second or subsequent charge of the charged premises without the prior consent in writing of the bank.