WHITBREAD PUB PARTNERSHIP LIMITED

Floating charge and guarantee

Created on 09 Dec 1996

Delivered on 20 Dec 1996

Status fully-satisfied

Persons Entitled

Union Bank of Switzerland

Amount Secured

All present and future obligations and liabilities (whether actual or contingent and whether owed jointly or severally or in any other capacity whatsoever) of the company under the isda agreement (as defined) and of the chargors (as defined) under the charge

Short Particulars

Undertaking and all property and assets present and future including uncalled capital. See the mortgage charge document for full details.

Transactions

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Trust deed.

Created on 11 Dec 1990

Delivered on 19 Dec 1990

Status fully-satisfied

Persons Entitled

The Law Debenture Trust Corporation P.L.C.

Amount Secured

£135,000,000 115/8% of debenture stock due 2011 of whitbread and company PLC and any other further stock issued pursuant to the trust deed and all other moneys due or to become due to the chargee under or pursuant to the trudt deed as defined

Short Particulars

(See frm 395. ref M167 for full details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

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Trust deed

Created on 03 Feb 1977

Delivered on 15 Feb 1977

Status outstanding

Persons Entitled

The Law Debenture Corporation Limited

Amount Secured

For securing debenture stock of whitbread and company limited amounting to £1,403,524 and £35,194,251 secured by a trust deed dated 22.10.58 and deeds supplemental thereto.

Short Particulars

First floating charge on the (see doc. 201 for details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed

Created on 21 Aug 1972

Delivered on 25 Aug 1972

Status outstanding

Persons Entitled

Baring Brothers & Co. Limited

Amount Secured

For securing debenture stock of whitbread and company limited amounting to £106,375.

Short Particulars

First floating charge on the (see doc. 18 for details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed

Created on 01 May 1972

Delivered on 11 May 1972

Status outstanding

Persons Entitled

Baring Brothers & Co. Limited

Amount Secured

For securing debenture stock of whitbread and company limited amounting to £1,015,000 & £45,899,146 secured by a trust deed dated 22-10-58 & deeds supplemental thereto.

Short Particulars

First floating charge on the (see doc. 185 for details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed

Created on 16 Mar 1972

Delivered on 28 Mar 1972

Status outstanding

Persons Entitled

Baring Brothers & Co. Limited

Amount Secured

For securing debenture stock of whitbread and company limited amounting to £45,984,446 inclusive of £45,721,946 secured by a trust deed dated 22.10.58 & deeds supplemental thereto

Short Particulars

First floating charge on the (see doc. 182 for details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed

Created on 13 May 1971

Delivered on 13 May 1971

Status outstanding

Persons Entitled

Baring Brothers & Co. Limited

Amount Secured

For securing debenture stock of whitbread and company limited amounting to £3,614,377 & £43,208,173 secured by a trust deed dated 22.10.58 and deeds supplemental thereto

Short Particulars

First floating charge on the (see doc. 180 for details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed

Created on 20 Oct 1969

Delivered on 23 Oct 1969

Status outstanding

Persons Entitled

Baring Brothers & Co. Limited

Amount Secured

For securing debenture stock of whitbread and company limited amounting to £870,186 & £44,363,917 secured by a trust deed dated 22.10.58 and deeds supplemental thereto

Short Particulars

First floating charge on the (see doc. 172 for details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed

Created on 18 Oct 1968

Delivered on 23 Oct 1967

Status outstanding

Persons Entitled

Baring Brothers & Co. Limited

Amount Secured

For securing debenture stock of whitbread and company limited amounting to £6,805,251 & £38,947,726 secured by a trust deed dated 22.10.58 and deed supplemental thereto.

Short Particulars

First floating charge on the (see doc. 166 for details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed

Created on 27 Dec 1967

Delivered on 17 Jan 1968

Status outstanding

Persons Entitled

Baring Brothers and Co. Limited

Amount Secured

For securing debenture stock of whitbread and company limited amounting to £5,000,000 & £34,811,411 secured by a trust deed dated 22.10.58 and deeds supplemental thereto

Short Particulars

First floating charge on the (see doc. 155 for details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed

Created on 28 Feb 1967

Delivered on 02 Mar 1967

Status outstanding

Persons Entitled

Baring Brothers and Co. Limited

Amount Secured

For securing debenture stock of whitebread and company limited amounting to £5,847,008 & further securing debenture stock of whitbread and company limited amounting to £29,706,199 secured by a trust deed dated 22.10.58 & deeds supplemental thereto.

Short Particulars

First floating charge on the (see doc. 151 for details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed

Created on 21 Jul 1965

Delivered on 22 Jul 1965

Status outstanding

Persons Entitled

Baring Brothers and Co. Limited

Amount Secured

For securing debenture stock of whitbread and company limited amounting to £5,000,000

Short Particulars

First floating charge on the (see doc. 146 for details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed.

Created on 05 Feb 1965

Delivered on 17 Feb 1965

Status outstanding

Persons Entitled

Baring Brothers & Co. Limited

Amount Secured

For securing debenture stock of whitbread and company limited amounting £204,886 & for further securing £25,339,271 debenture stock of whitbread and company limited secured by a trust deed dated 22.10.58 and deeds supplemental thereto

Short Particulars

First floating charge charge on the (see doc. 144 for details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed

Created on 14 Jul 1964

Delivered on 15 Jul 1964

Status outstanding

Persons Entitled

Baring Brothers & Co. Limited

Amount Secured

For securing debenture stock of whitbread and company limited amounting to £6,000,000

Short Particulars

First floating charge on the (see doc. 141 for details). Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed.

Created on 28 Apr 1964

Delivered on 15 May 1964

Status outstanding

Persons Entitled

Baring Brothers & Co. Limited

Amount Secured

For securing debenture stock of whitbread and company limited amounting to £10,584,463 outstanding under and secured by a trust deed dated 22.10.58 and five trust deeds supplemental thereto.

Short Particulars

First floating charge on the ranking pari, passu with the floating charge under 140 a).. Undertaking and all property and assets present and future including uncalled capital.

Transactions

Trust deed

Created on 24 Apr 1964

Delivered on 15 May 1964

Status outstanding

Persons Entitled

Schroder Executor & Trustee Company Limited

Amount Secured

For further securing debenture stock of whitbread and company limited. Amounting to £9,250,000 secured by a trust deed dated 29.10.58 & deeds supplemental thereto.

Short Particulars

First floating charge on the. Undertaking and all property and assets present and future including uncalled capital.

Transactions