THING ONE LTD

LIP SYNC PRODUCTIONS LLP

FILM FINANCES INC

Film Finances Inc

The company (to the extent of its rights, title and interest) as a continuing security (but only insofar as the company owns such rights), subject only to the rights and prior security interests of the financiers under the financing agreements and the interparty agreement, hereby:-. 5.1 charges absolutely to the guarantor all present and future rights, title and interest of the company of and in the film and in the screenplay and all other written and musical matter embodied or to be embodied or used in the film or acquired in connection with its production and the negative and prints thereof and all rights of representing, exploiting and exhibiting the same.. Negative pledge. Subject to the interparty agreement, the company:-. 6.1 shall not create, grant or permit to subsist any mortgage, security interest or charge, whether fixed or floating (other than any created by or pursuant to the financing agreements or otherwise specified in the interparty agreement) on or over all or any part of the charged property, whether ranking in priority to, behind or pari passu with the security hereby created.