AVSAN KNEBWORTH LIMITED

1. the definitions in 1.1 of the debenture also.. 2. the company charges to the lender:. (A) by way of legal mortgage all estates or interests in any freehold, leasehold or commonhold property in england and wales now belonging to the company;. (B) by way of fixed charge:. (I) (to the extent that they are not the subject of an effective mortgage under clause 2.1(a)) all estates or interests in any property in england and wales now or hereafter belonging to the company;. (Ii) all other interests belonging to it in or over land or the proceeds of sale of land and all licences now or in the future held by it to enter on or use land;. (Iii) the benefit of all other agreements relating to each property to which it is or may become a party or otherwise entitled;. (Iv) all plant, machinery and equipment owned by the company and its interest in any plant, machinery and equipment in its possession;. (V) its rights under the appointment of any managing agent of any of the properties;. (Vi) all its rights, title and interest in the insurances;. (Vii) its investments together with all related rights;. (Viii) all its intellectual property;. (Ix) the amount from time to time standing to the credit of any account;. (X) all of its book and other debts and their proceeds and all monies due and owing to it together with the full benefit of all security, collateral instruments and other rights relating to any of the foregoing;. (Xi) all its goodwill and uncalled capital;. (Xii) the benefit of all authorisations held in connection with its business or the use of any charged assets and the right to recover and receive all compensation which may be payable to it in respect of such authorisations or the charged assets;. (Xiii) if and in so far as any assignment in clause 3 shall for any reason be ineffective as an assignment, the assets referred to in that clause; and. (Xiv) by way of floating charge all its undertaking, property and assets both present and future other than any property or assets charged by way of legal mortgage or fixed charge or assigned.. 3. the company assigns to the lender all its rights title and interest both present and future in:. (A) the rental income and all the company's other rights, title and interest under each occupational lease; and. (B) any hedging agreement.. On the unconditional and irrevocable payment and discharge in full of the secured liabilities, the lender will, at the request and cost of the company, reassign the charged assets referred to in this clause to the company.. 4. the lender may by notice to the company convert the floating charge created by this deed into a fixed charge as regards all or any of the company's assets specified in the notice if:. (A) an event of default is continuing; or. (B) the lender considers those assets to be in danger of being seized or sold under distress, attachment, execution, sequestration or other process or to be otherwise in jeopardy.. 5. if, without the prior written consent of the lender or as permitted under this deed:. (A) the company creates any security over any of the charged assets subject to a floating charge under this deed or attempts to do so;. (B) any person levies or attempts to levy any distress, attachment, execution, sequestration or other process against any of the charged assets; or. (C) any steps are taken for the winding up, dissolution, administration or reorganisation of the company,. The floating charge created by this deed over such of the charged assets shall automatically without notice operate and have effect as a fixed charge instantly such event occurs.. Notification of addition to or amendment of charge.

Fixed and floating charge over the undertaking and all property and assets present and future, including goodwill, book debts, uncalled capital, buildings, fixtures, fixed plant & machinery.