BATLEYS PROPERTIES LIMITED

Situs Asset Management Limited as Security Trustee

All and whole the subjects known as site 33, bridge of don industrial estate, scotstown road, bridge of don, aberdeen AB23 8HG being the subjects registered in the land register of scotland under title number ABN90005 together with the chargor's whole right, title and interest, present and future, therein and thereto.

Situs Asset Management Limited as Security Trustee

All and whole the subjects known as and forming 332 clepington road, dundee DD3 8RZ and 334 clepington road, dundee DD3 8RZ and being the subjects registered in the land register of scotland under title number ANG56915 together with the chargor's whole right, title and interest, present and future, therein and thereto.

Situs Asset Management Limited as Security Trustees

All and whole the subjects known as batleys edinburgh, M8 estate, clifton hall road, newbridge, edinburgh, EH28 8TP being the land and buildings shown tinted pink on the plan annexed and subscribed as relative to the instrument, excluding that area shown tinted blue, and being part and portion of all and whole that area of ground lying generally to the south of the village of newbridge in the parish of kirkliston and for the purposes of registration of writs in the county of midlothian extending to three point four three nine hectares (3.439 hectares) or thereby (alternatively eight point four nine eight acres (8.498 acres) or thereby) and being the subjects more particularly described in, disponed by and delineated in red and shaded pink on the plan thereof annexed as relative to the disposition by west mercian property company limited in favour of batleys PLC dated twenty seventh february and recorded in the division of the general register of sasines applicable to the county of midlothian on fourth march all in the year nineteen hundred and eighty seven together, being the subjects currently undergoing registration in the land register of scotland under title number MID231708 together with the chargor's whole right title and interest present and future therein and thereto.

Situs Asset Management Limited as Security Trustee

All and whole those subjects at cambuslang investment park, clydesmill place, cambuslang, glasgow and being the subject registered in the land register of scotland under title number LAN107371 together with the chargor's whole right, title and interest, present and future, therein and thereto.

Situs Asset Management Limited as Security Trustee

All and whole the subjects known as 30 mcdonald place, edinburgh EH7 4NH being the subjects registered in the land register of scotland under title number MID171716 together with the chargor's whole right, title and interest, present and future, therein and thereto.

Situs Asset Management Limited as Security Trustee

(First) all and whole the subjects known as and forming 29 kilbirnie street, glasgow G5 8JB and being the subjects registered in the land register of scotland under title number GLA44464 and (second) all and whole the subjects lying to the rear of 53 and 55 kilbirnie street, glasgow G5 8JD and being the subjects registered in the land register of scotland under title number GLA181145 together with the chargor's whole right, title and interest, present and future, therein and thereto.

Situs Asset Management Limited as Security Trustee

N/A.

Situs Asset Management Limited

The land known as acton depot, bestway acton, 11 chandos road, acton, london NW10 6NF (land registry title numbers NGL187626, MX441711 (part)). For further details, please refer to the charge instrument.

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

The Royal Bank of Scotland PLC as Security Agent

All and whole the subjects at cambuslang investment park, clydesmill place, cambuslang, glasgow being the subjects registered in the land register of scotland under title number LAN107371.

The Royal Bank of Scotland PLC as Security Agent

All and whole the subjects being a warehouse on the east side of colquhoun street, stirling, FK7 7PX being the subjects registered in the land register of scotland under title number STG11850.

The Royal Bank of Scotland PLC as Security Agent

All and whole the subjects known as and forming 30 mcdonald place, edinburgh, being the subjects registered in the land register of scotland under title number MID171716.

The Royal Bank of Scotland PLC as Security Agent

All and whole (one) the subjects know as and comprising 29 kilbirnie street, glasgow, G5 8JB being the subjects registered in the land register of scotland under title number GLA44464 and (two) the subjects lying to the rear of 53 and 55 kilbirnie street, glasgow, G5 8JD being the subjects registered in the land register of scotland under title number GLA181145.

The Royal Bank of Scotland PLC as Security Agent

All and whole the tenant’s interest in the lease between grampian regional council and edwards (aberdeen) limited recorded grs (aberdeen) on 4 may 1976 in respect of subjects being site 33 bridge of don industrial estate, scotstown road, bridge of don, aberdeen, AB23 8HG which said tenant’s interest is now registered in the land register of scotland under title number ABN90005.

The Royal Bank of Scotland PLC as Security Agent

All and whole the subjects at 332 and 334 clepington road, dundee being the subjects registered in the land register of scotland under title number ANG56915.

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

THE ROYAL BANK OF SCOTLAND PLC AS SECURITY AGENT

The Royal Bank of Scotland PLC as Security Agent

All and whole the subjects known as and forming 30 mcdonald place, edinburgh, being the subjects registered in the land register of scotland under title number MID171716.

The Royal Bank of Scotland PLC as Security Agent

All and whole the subjects at cambuslang investment park, clydesmill place, cambuslang, glasgow being the subjects registered in the land register of scotland under title number LAN107371.

The Royal Bank of Scotland PLC as Security Agent

All and whole the tenant’s interest in the lease between grampian regional council and edwards (aberdeen) limited recorded grs (aberdeen) on 4 may 1976 in respect of subjects being site 33 bridge of don industrial estate, scotstown road, bridge of don, aberdeen, AB23 8HG which said tenant’s interest is now registered in the land register of scotland under title number ABN90005.

The Royal Bank of Scotland PLC as Security Agent

All and whole the tenant’s interest in the lease between grampian regional council and edwards (aberdeen) limited recorded grs (aberdeen) on 4 may 1976 in respect of subjects being site 33 bridge of don industrial estate, scotstown road, bridge of don, aberdeen, AB23 8HG which said tenant’s interest is now registered in the land register of scotland under title number ABN90005.

The Royal Bank of Scotland PLC as Security Agent

All and whole the subjects known as and forming 30 mcdonald place, edinburgh, being the subjects registered in the land register of scotland under title number MID171716.

The Royal Bank of Scotland PLC as Security Agent

All and whole the subjects at cambuslang investment park, clydesmill place, cambuslang, glasgow being the subjects registered in the land register of scotland under title number LAN107371.

The Royal Bank of Scotland PLC as Security Agent

All and whole (one) the subjects know as and comprising 29 kilbirnie street, glasgow, G5 8JB being the subjects registered in the land register of scotland under title number GLA44464 and (two) the subjects lying to the rear of 53 and 55 kilbirnie street, glasgow, G5 8JD being the subjects registered in the land register of scotland under title number GLA181145.

The Royal Bank of Scotland PLC as Security Agent

All and whole the subjects at 332 and 334 clepington road, dundee being the subjects registered in the land register of scotland under title number ANG56915.

The Royal Bank of Scotland PLC as Security Agent

All and whole the subjects being a warehouse on the east side of colquhoun street, stirling, FK7 7PX being the subjects registered in the land register of scotland under title number STG11850.

The Royal Bank of Scotland PLC as Security Agent

All and whole the subjects at 332 and 334 clepington road, dundee being the subjects registered in the land register of scotland under title number ANG56915.

The Royal Bank of Scotland PLC as Security Agent

All and whole (one) the subjects know as and comprising 29 kilbirnie street, glasgow, G5 8JB being the subjects registered in the land register of scotland under title number GLA44464 and (two) the subjects lying to the rear of 53 and 55 kilbirnie street, glasgow, G5 8JD being the subjects registered in the land register of scotland under title number GLA181145.

The Royal Bank of Scotland PLC as Security Agent

All and whole the subjects being a warehouse on the east side of colquhoun street, stirling, FK7 7PX being the subjects registered in the land register of scotland under title number STG11850.

THE ROYAL BANK OF SCOTLAND PLC, 250 BISHOPSGATE LONDON, EC2M 4AA AS SECURITY AGENT (AS TRUSTEE FOR EACH OF THE SECURED PARTIES)

THE ROYAL BANK OF SCOTLAND PLC, 250 BISHOPSGATE, LONDON, EC2M 4AA AS SECURITY AGENT (AS TRUSTEE FOR EACH OF THE SECURED PARTIES)

THE ROYAL BANK OF SCOTLAND PLC, 250 BISHOPSGATE, LONDON, EC2M 4AA AS SECURITY AGENT (AS TRUSTEE FOR EACH OF THE SECURED PARTIES)

THE ROYAL BANK OF SCOTLAND PLC, 250 BISHOPSGATE, LONDON, EC2M 4AA AS SECURITY AGENT (AS TRUSTEE FOR EACH OF THE SECURED PARTIES)

THE ROYAL BANK OF SCOTLAND PLC, 250 BISHOPSGATE, LONDON, EC2M 4AA AS SECURITY AGENT (AS TRUSTEE FOR EACH OF THE SECURED PARTIES)

THE ROYAL BANK OF SCOTLAND PLC, 250 BISHOPSGATE, LONDON, EC2M 4AA AS SECURITY AGENT (AS TRUSTEE FOR EACH OF THE SECURED PARTIES)

THE ROYAL BANK OF SCOTLAND PLC, 250 BISHOPSGATE, LONDON, EC2M 4AA AS SECURITY AGENT (AS TRUSTEE FOR EACH OF THE SECURED PARTIES)

The Royal Bank of Scotland PLC, 250 Bishopsgate London, EC2M 4AA as Security Agent (As Trustee for Each of the Secured Parties)

The mortgaged property being cambuslang investment park, clydesmill place, cambuslang, glasgow and title no. LAN107371.

The Royal Bank of Scotland PLC, 250 Bishopsgate, London, EC2M 4AA as Security Agent (As Trustee for Each of the Secured Parties)

The mortgaged property being 29 kilbirnie street, glasgow, G5 8JB and title no. GLA44464, and (two) the subjects lying to the rear of 53 and 55 kilbirnie street, glasgow, G5 8JD and title no. GLA181145.

The Royal Bank of Scotland PLC, 250 Bishopsgate, London, EC2M 4AA as Security Agent (As Trustee for Each of the Secured Parties)

The mortgaged property being a warehouse on the east side of colquhoun street, stirling, FK7 7PX and title no. STG11850.

The Royal Bank of Scotland PLC, 250 Bishopsgate, London, EC2M 4AA as Security Agent (As Trustee for Each of the Secured Parties)

The mortgaged property being 332 and 334 clepington road, dundee and title no. ANG56915.

The Royal Bank of Scotland PLC, 250 Bishopsgate, London, EC2M 4AA as Security Agent (As Trustee for Each of the Secured Parties)

The mortgaged property being 30 mcdonald place, edinburgh and title no. MID171716.

The Royal Bank of Scotland PLC, 250 Bishopsgate, London, EC2M 4AA as Security Agent (As Trustee for Each of the Secured Parties)

The mortgaged property being 33 bridge of don industrial estate, scotstown road, bridge of don, aberdeen, AB23 8HG and title no. ABN90005.

The Royal Bank of Scotland PLC, 250 Bishopsgate, London, EC2M 4AA as Security Agent (As Trustee for Each of the Secured Parties)

The mortgaged property being euroway trading estate, roysdale way, bradford and title no. WYK622152; talbot road, off stephenson road, segenworth south, fareham, depot, southampton and title no. HP565459; plot 5200 gielgud way, cross point retail park, anstey, depot, coventry and title no. WK346469; drum industrial estate, birtley, chester-le-street, newcastle and title no. DU86737; frankland road, blagrove ind est, swindon and title no. WT189661; venture park industrial estate, windy arbour road, whiston, liverpool and title no. MS259956; concorde way, preston farm ind est, stockton-on-tees, cleveland and title no. CE102957; park house lane, bawtry road, tinsley, sheffield and title no. SYK372074; firth way, blenheim ind est, camberley rd, bulwell, depot, nottingham and title no. NT332019; courteney road, gillingham depot, gillingham and title no. K808416; ohio avenue, salford enterprise zone, depot, salford and title no. GM374370; kenrick way, sandwell, west bromwich, depot, birmingham and title no. WM405390; skelton grange road, stourton, depot, leeds and title no. WYK716106; longwood drive, forest farm, depot, cardiff and title no. WA857057; walton summit road, unit 70, walton summit estate, depot, preston and title no. LA803107; chappel drive, docking hill and title nos. SYK365978, SYK40605, SYK173976, SYK365977; 11 chandos road, acton and title no. NGL187626; gascoigne wharf, barking and title no. EGL385670 and EGL8881; hollingbury trading estate, brighton and title no. ESX233154; 7 to 12 dixon road, bristol and title nos. AV138192 and BL131642; brindley road, cardiff and title nos. WA897505, WA441053, WA899565; 1 & 2 broad lane trading estate, coventry and title no. WM501464; beddington farm road, croydon and title no. SGL500521; the depot at ardra road, meridian way, edmonton, being that part of the property edged in a broken red line in the transfer of part between bestway (holdings) limited and bestway wholesale limited dated on or about the date of this deed and title no. AGL329119; matford park, exeter and title no. DN432859; the depot at 260, cambridge heath road, hackney and title nos. LN143727, 389749, EGL213469, 272420, LN8829; the depot at 241 loughborough road, leicester and title no. LT12353; st mildred's road, lewisham and title no. TGL57858; 2 abbey road, park royal, london and title no. NGL491913; 356/366 dallow road, luton and title no. BD17468; hill close, northampton and title no. NN13405; shrewsbury avenue, peterborough and title no. CB69838; burrington way, plymouth and title no. DN442758; spilsby road, romford and title nos. EGL177033 and EGL142945; brent road, southall and title no. NGL398983; and 10 camffrwd way, swansea and title no. WA974022.

U.S. BANK TRUSTEES LIMITED (AS SECURITY AGENT)

U.S. BANK TRUSTEES LIMITED (AS SECURITY AGENT)

U.S. BANK TRUSTEES LIMITED AS AGENT AND TRUSTEE FOR THE SECURED PARTIES

U.S. BANK TRUSTEES LIMITED AS AGENT AND TRUSTEE FOR THE SECURED PARTIES

U.S. BANK TRUSTEES LIMITED AS AGENT AND TRUSTEE FOR THE SECURED PARTIES

U.S. BANK TRUSTEES LIMITED AS AGENT AND TRUSTEE FOR THE SECURED PARTIES

U.S. BANK TRUSTEES LIMITED AS AGENT AND TRUSTEE FOR THE SECURED PARTIES

U.S. BANK TRUSTEES LIMITED AS AGENT AND TRUSTEE FOR THE SECURED PARTIES

U.S. BANK TRUSTEES LIMITED AS AGENT AND TRUSTEE FOR THE SECURED PARTIES (AS DEFINED IN THE INSTRUMENT EVIDENCING THE CHARGE ACCOMPANYING THIS FORM MR01).

U.S. BANK TRUSTEES LIMITED AS AGENT AND TRUSTEE FOR THE SECURED PARTIES (AS DEFINED IN THE INSTRUMENT EVIDENCING THE CHARGE ACCOMPANYING THIS FORM MR01).

U.S. BANK TRUSTEES LIMITED

HSBC BANK PLC

STANDARD SECURITY EXECUTED ON 25 MARCH 2011

HSBC BANK PLC

STANDARD SECURITY EXECUTED ON 25 MARCH 2011

HSBC BANK PLC

LEGAL MORTGAGE

HSBC BANK PLC

DEBENTURE

HSBC BANK PLC

LEGAL MORTGAGE