N-SEA OFFSHORE LTD

Fixed charge. The company with full title guarantee, as a continuing security for the payment of all secured liabilities, charges in favour of the bank (as security trustee for the group members) by way of fixed charge by way of legal mortgage, all right, title, estate and other interests of the company in each charged property referred to in the schedule and by way of fixed charge all right, title, estate and other interests of the company in each charged property not effectively mortgaged under clause 3.1.1, the book debts and all present and future goodwill and uncalled capital for the time being of the company.. Assignment. The company with full title guarantee, as continuing security for the payment of all secured liabilities, charges to the bank (as security trustee for the group members) by way of first priority assignment all of its right, title, estate and other interests in and to the rental income and the benefit to the company of all other rights and claims to which the company is now or may in the future become entitled in relation to the charged property including (but not limited to) all rights and claims of the company against all persons who now are or have been or may become lessees, sub-lessees, licensees or occupiers of any charged property and all guarantors and sureties for the obligations of such persons, the benefit of all guarantees, warranties and representations given or made by and any rights or remedies against all or any professional advisors now or at any time engaged by the company in relation to any charged property and the manufacturers, suppliers or installers of all plant, machinery, fixtures, fittings and other items now or from time to time in the buildings erected or to be erected on any charged property and any other person, firm or company now or from time to time under contract with or under a duty to the company and the benefit of all sums recovered in any proceedings against all or any of such persons and the benefit of all property agreements, or the proceeds of any claim, award or judgement arising out of any property agreement and all sums paid or payable to the company under or in respect of any property agreement, provided that nothing in sub-clause 3.2 shall constitute the bank as a mortgagee in possession. Floating charge. The company with full title guarantee and as a continuing security for the payment and discharge of the secured liabilities charges in favour of the bank (as security trustee for the group members) by way of floating charge the whole of the company’s undertaking and all other property, assets and rights of the company whatsoever, wherever situate, whether movable, immovable, present or future, which are, for any reason, not validly charged or assigned pursuant to clauses 3.1 and 3.2).

The whole of the property which is, or may be from time to time while this instrument is in force, comprised in the property of n-sea offshore LTD (08821499) and undertaking, including uncalled capital for the time being.

Land. A) first legal mortgage on all the property of the chargor; and. B) first fixed charge over (I) all the property from time to time owned by the chargor (excluding the property identified in a) (above);. (Ii) any other rights, title or interest of the chargor in property, wherever situated; and (iii) all associated rights in relation to the property.. Ip. A) first fixed charge on intellectual property of the chargor; or. B) first fixed charge on intellectual property in which the chargor has an interest.. Notification of addition to or amendment of charge.