ACERTEC MANAGEMENT LIMITED

All monies due or to become due from the company to the chargee and/or the other secured parties (or any of them) on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

In favour of the chargee all moneys, obligations and liabilities now or hereafter due, owing or incurred by the company to chase manhattan international limited as agent (the "agent"), chase manhattan PLC as arranger (the "arranger"), the banks or financial institutions set out in schedule 1 of the facilities agreement (as defined) or which assume rights and obligations pursuant to a substitution certificate (the "banks"), the chase manhattan bank and the governor and company of the bank of scotland ("bos") and such other banks and financial institutions as agreed by the company and the agent (the "ancillary facilities banks"), the chase manhattan bank (the "acquisition hedge counterparty"), bos and such other banks and financial institutions which shall at any relevant time be party to any hedge transactions (the "hedge counterparties") and the security agent (the "finance parties")(or any of them, in each case including their respective successors in title, assignees and transferees) including, without limitation, all monies, obligations and liabilities due, owing or incurred under or pursuant to the finance documents (as defined), the guarantees and indemnities given by the company under the debenture and all other provisions of the debenture