WICKED HARDWARE LIMITED

Charge by way of security assignment

Created on 19 Mar 1992

Delivered on 19 Mar 1992

Status outstanding

Persons Entitled

Polygram Leisure Limited

Amount Secured

All monies due or to become due from the company to the chargee.pursuant to an an agreement dated 17 february 1992.

Short Particulars

Charge by way of floating charge delivered pursuant to the terms of clause 2.1 of a master deed of security assignment dated 17 february 1992 (see form 395 document M23L for full details).

Transactions

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Eighth deed of amendment

Created on 23 Oct 1990

Delivered on 09 Nov 1990

Status outstanding

Persons Entitled

Guinness Mahon & Co Limited

Pierson Neldring & Pierson

Amount Secured

All monies due or to become due from the company and/or all or any of the other companies named therein to the chargee under and as the terms are amended by this deed to "the revolving credit loan agreement" dated 2/6/87.

Short Particulars

The property specified on form M395, ref M172.

Transactions

Deed of amendment

Created on 03 Aug 1990

Delivered on 17 Aug 1990

Status outstanding

Persons Entitled

Guinness Mahon & Co. Limitedas Agent for Itself and "the Banks" (As Defined)

Amount Secured

All monies due or to become due from the company and/or all or any of the other companies named therein to the chargee under the terms of this deed and/or all or any of the other deeds as defined therein.

Short Particulars

All that property mortgaged and/or charged whether by way of assignment or by the deeds as defined. (See form 395. ref M411C for full details).

Transactions

Deed of amendment

Created on 25 Apr 1990

Delivered on 16 May 1990

Status outstanding

Persons Entitled

Guinness Mahon & Co Limited

Pierson Neldring & Pierson.

Amount Secured

All monies due or to become due from the company and/or all or any of the other companies named therein to the chargees under the loan agreements, and a deed of guarantee dated 4/5/90 as defined in this charge.

Short Particulars

The property specified on form M395 ref M436C (see form for full details).

Transactions

Agreement

Created on 27 Sep 1989

Delivered on 11 Oct 1989

Status outstanding

Persons Entitled

Film Finances Limited

Amount Secured

All monies due or to become due from the company to the chargee under the terms of the charge.

Short Particulars

All the rights title and interest of the company of and in the film in the script therefor and other underlying rights of the negative and prints thereof and all rights of representing exploiting and exhibiting the same (see 395 ref m:259C for full details).

Transactions

Deed of charge

Created on 27 Sep 1989

Delivered on 05 Oct 1989

Status outstanding

Persons Entitled

British Screen Finance Limited.

Amount Secured

Sterling pounds 375,000 and all other monies due or to become due from the company to the chargee under the terms of the charge.

Short Particulars

All of the chargor's right title and interest in relation to the film. (See form 395 for full details).

Transactions

Loan agreement

Created on 27 Sep 1989

Delivered on 04 Oct 1989

Status outstanding

Persons Entitled

Guinness Mahon & Co Limited

Amount Secured

Sterling pounds 606,621.50 and all monies due or to become due from the company to the chargee under the terms of the charge

Short Particulars

With regard to a cinematograph film entitiled "hardware" ("the film") please see the attached schedule to the 395 ref M7.

Transactions