BSL-IT LTD

Lloyds Bank Commercial Finance Limited

Pulse Cashflow Finance Limited

1. by way of legal mortgage:. 1.1 on the properties (if any) specified in schedule 2 to the debenture;. 1.2 on all properties (other than any properties specified in schedule 2 to the debenture) now owned by the company or in which the company has an interest;. 2. by way of fixed charge on all of the following assets, whether now or in future belonging to the company:. 2.1 the freehold and leasehold properties of the company not effectively mortgaged under paragraphs 1.1 and 1.2 including such as may thereafter be acquired;. 2.2 all fixtures in, on or attached to the property subject to the legal mortgages under paragraphs 1.1 and 1.2 and all spare parts, replacements, modifications and additions for or to the same;. 2.3 any other freehold and leasehold property which the company shall own together with all fixtures and fittings (including trade fixtures and fittings) and fixed plant and machinery in, on or attached to such property and all spare parts, replacements, modifications and additions for or to the same;. 2.4 all the company’s intellectual property - all patents (including applications, improvements, prolongations, extensions and right to apply therefor) designs (whether registered or unregistered) copyrights, design rights, trademarks and service marks (whether registered or unregistered) utility models, trade and business names, know-how, formulae, inventions, confidential information, trade secrets and computer software programs and systems (including the benefit of any licences or consents relating to any of the above) and all fees, royalties or other rights derived therefrom or incidental thereto in any part of the world.

BIBBY FINANCIAL SERVICES LTD (AS SECURITY TRUSTEE)

Bibby Financial Services LTD (As Security Trustee)

By way of first legal mortgage, all land (as defined below) belonging to the company at the date of the debenture including without limitation that described in part 1 of schedule 2 to the debenture (a copy of which schedule is attached to this form MR01 ).. in the debenture “land” means all estates and other interests in freehold, leasehold or other immovable property (wherever situated) or in which the company has an interest and:-. (I) all buildings and fixtures (including trade fixtures but not including tenant’s fixtures) and fixed plant and machinery at any time thereon;. (Ii) all easements, rights and agreements in respect of such property;. (Iii) all proceeds of sale of such property; and. (Iv) the benefit of all covenants given in respect of such property.