LDN LTD

Fixed charge over any debt (as defined in the factoring agreement and assigned or purported to be assigned to the factor pursuant to the factoring agreement) which fails to vest absolutely and effectively in the factor for any reason and over all other amounts of indebtedness now or at any time hereafter owing or becoming due to the company on any account whatsoever together with all associated rights pertaining to such amounts of indebtedness. Floating charge over the whole of the company's undertaking and all its property, assets and rights whatsoever and wheresoever both present and future, including its stock in trade and uncalled capital.