FLEET MANAGEMENT (IRELAND) LIMITED: Charges

Deed of charge of shares. The chargor, with full title guarantee, hereby charges to the security trustee by way of first fixed charge as a continuing security all moneys, obligations and liabilities covenanted to be paid or discharged, the securities and all allotments, rights, benefits and advantages whatsoever at any time accuring, offered or arising in respect of or incidental to the same and all money or property accuring or offered at any time by way of conversion, redemption, bonus, preference, option, dividend, distribution, interest or otherwise in respect therof......

Certificate of assignment pursuant to a master assignment - all monies. "Assignment by way of security of : - all monies due and to become due to the company under the sub-hire agreements specified in the schedule to the certificate of assignment ("the assigned agreement").. The benefit of all guarantees, indemnities, negotiable instruments and securities taken by the company in connection with the assignment agreements.. The master assignemt dated 08/08/05 a proviso for re-assignment to the company upon payments of all monies due to the chargee.. The company is prohibited from creating any mortgage charge or other encumbrance in favour of any third party affecting the assigned property without the previous consent in writing of the chargee".

Certificate of assignment - all monies. "Assignment by way of security of : -. all monies due and to become due to the company under the sub-hire agreements specified in the schedule to the certificate of assignment ("the assigned agreement"). The benefit of all guarantees, indemnities, negotiable instruments and securities taken by the company in connection with the assignment agreements.........

Mortgage debenture - all monies. 1.1. as continuing security for the payment and discharge of the secured liabilities, the company as legal and beneficial owner (and also in the case of registeredland as registered owner or the person entitled to be registered as registered owner) hereby:-. (A) demises unto bosi the property....... See 402 for further details.. All the land and premises situate at and known as:. (A) 34 roughfort road, mallusk, newtownabbey, county antrim. (B) 17A roughfort road, mallusk, newtownabbey, county antrim. (C) anneagh drive, carn industrial estate, craigavon, county armagh. (D) 30 deverney road, omagh, county tyrone. (E) 22A pennybridge industrial estate, ballymena, county antrim. (F) courttaulds way, campsie, londonderry, county londonderry.

Certificate of assignment - all monies due. " assignment by way of security of:-. All monies due and to become due to the company under the sub-hire agreements specified in the schedule to the certificate of assignment ("the assigned agreement"). The benefit of all guarantees, indemnities, negotiable instruments and securities taken by the company in connection with the assignment agreements...... See 402 for further details.

All monies master assignment over sub-hire agreements. "Assignment by way of security of:-. All monies due and to become due to the company under the sub-hire agreements specified in the schedule to the certificate of assignment ("the assigned agreement") .

Charge over deposits all monies. Account means any deposit account of the mortgagor held with the bank... See doc 16 for further details.

Charge on deposit account all monies. By way of fixed charge, the sum of Œ3,000,000 deposited in account number 663773/101 ("the security account") with the bank... See doc 15 for further details.