GENESIS FAST FOOD LIMITED

Supplemental legal mortgage

Created on 07 Feb 1997

Delivered on 12 Feb 1997

Status outstanding

Persons Entitled

The Royal Bank of Scotland Plcas Agent and Trustee for the Secured Paries

Amount Secured

All monies due or to become due from the company and/or genesis restaurants limited to any of the secured parties (as defined) under or pursuant to the financing documents (as defined in the credit agreement)

Short Particulars

All its l/h estate and other interest in the l/h and other immoveable property k/a unit 1 and part unit 2,market walk,chorley,lancashire together with all buildings fixtures (excluding landlord's fixtures but including trade fixtures and excluding in the case of any property which is let or sublet to a third party tenant's and trade fixtures and fittings of such third party).

Transactions

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Supplemental legal charge

Created on 09 Jul 1996

Delivered on 15 Jul 1996

Status outstanding

Persons Entitled

The Royal Bank of Scotland Plcas Security Trustee

Amount Secured

All monies due or to become due from the company and/or genesis restaurants limited to the chargee under the terms of the composite guarantee & debenture dated 19TH september 1994 and the "financing documents" (as defined)

Short Particulars

All the charging companies interest in and to unit 1 arcades ashton under lyme together with all buildings fixtures being all its f/h and l/h interest (excluding in the case of l/h property landlord's fixtures) trade fixtures fixed plant plant machinery (the additional property). See the mortgage charge document for full details.

Transactions

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Supplemental legal mortgage

Created on 25 Mar 1996

Delivered on 28 Mar 1996

Status outstanding

Persons Entitled

The Royal Bank of Scotland PLC

Amount Secured

All monies due or to become due from the company (on behalf of itself and the other secured parties) to the chargees under the terms of the composite guarantee and debenture dated 19TH september 1994 and the financing documents (as defined)

Short Particulars

Unit at marine road west morecambe under a lease dated 25TH march 1996 together with all buildings fixtures fixed plant and machinery and proceeds of sale thereof (the "additional property") any of the additional property not charged by fixed charge charged by way of floating charge. See the mortgage charge document for full details.

Transactions

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Supplemental legal mortgage

Created on 15 Nov 1995

Delivered on 21 Nov 1995

Status outstanding

Persons Entitled

The Royal Bank of Scotland Plcas Agent and Trustee for the Security for the Secured Parties

Amount Secured

All monies due or to become due from the company and/or genesis restaurants limited to the chargee pursuant to the financing documents (as defined in a credit agreement dated 19 september 1994)

Short Particulars

First legal mortgage all its f/h and l/h estate and other interest in the f/h l/h and other immoveable property in the l/h interest in unit 2 grand central wellington road stockport cheshire together with all buildings fixtures and fixed plant and machinery. See the mortgage charge document for full details.

Transactions

Supplemental legal mortgage

Created on 15 Nov 1995

Delivered on 21 Nov 1995

Status outstanding

Persons Entitled

The Royal Bank of Scotland Plcas Agent and Trustee for the Security for the Secured Parties (As Defined)

Amount Secured

All monies due or to become due from the company and/or genesis restaurants limited to the chargee pursuant to the financing documents (as defined in a credit agreement dated 19 september 1994)

Short Particulars

First legal mortgage all its f/h and l/h estate and other interest in the f/h l/h and other immoveable property in the l/h interest in level 1 A6 grand central wellington road stockport cheshire together with all buildings fixtures and fixed plant and machinery. See the mortgage charge document for full details.

Transactions

Supplemental legal mortgage

Created on 31 Oct 1995

Delivered on 10 Nov 1995

Status outstanding

Persons Entitled

The Royal Bank of Scotland PLC as Security Trustee (As Defined in the Composite Guarantee Anddebenture Dated 19 September 1994)

Amount Secured

All monies due or to become due from the company and/or genesis restaurants limited to the chargee pursuant to the financing documents (as defined in a credit agreement dated 19TH september 1994)

Short Particulars

By way of first legal mortgage all its f/h and l/h estate and other interest in the f/h l/h and other immoveable property in the l/h interest in unit 4 century retail park etruria road hanley. See the mortgage charge document for full details.

Transactions

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Composite guarantee and debenture

Created on 11 Oct 1995

Delivered on 16 Oct 1995

Status outstanding

Persons Entitled

The Royal Bank of Scotland Plcas Agent and Trustee for the Security for the Secured Parties (As Defined) (the "Security Trustee")

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 or pursuant to the financing documents (as defined in the debenture)

Short Particulars

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery. See the mortgage charge document for full details.

Transactions

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Supplemental legal mortgage

Created on 18 Aug 1995

Delivered on 22 Aug 1995

Status outstanding

Persons Entitled

The Royal Bank of Scotland PLC

Amount Secured

All monies due or to become due from the company and genesis restaurants limited to the chargee as security trustee for the secured parties and any of the secured parties (as defined in the composite guarantee and debenture dated 19TH september 1994) under or pursuant to the finance documents (as defined in a credit agreement dated 19TH september 1994)

Short Particulars

All the f/h and l/h estate and other interest in the f/h and l/h and other immoveable property in unit j fallowfield shopping centre birchfields road fallowfield mamchester with all buildings and fixtures. See the mortgage charge document for full details.

Transactions

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Supplemetal legal mortgage

Created on 15 Jun 1995

Delivered on 23 Jun 1995

Status outstanding

Persons Entitled

The Royal Bank of Scotland PLC

Amount Secured

All monies due or to become due from the company and/or genesis restaurants limited to the royal bank of scotland PLC as security trustee and to any of the secured parties under the terms of the finance documents (as defined in a credit agreement dated 19TH september 1994)

Short Particulars

Unit e meridian leisure park braunstone leicestershire together with all buildings fixtures trade fitures and fittings. See the mortgage charge document for full details.

Transactions

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Supplemental legal mortgage

Created on 15 Mar 1995

Delivered on 22 Mar 1995

Status outstanding

Persons Entitled

The Royal Bank of Scotland PLC as Security Trustee

Amount Secured

All monies due or to become due from the company and/or genesis restaurants limited to the chargee under the terms of or pursuant to the financing documents (as defined in the debenture)

Short Particulars

Premises situate at or adjacent to nene park upton way dunston northampton. See the mortgage charge document for full details.

Transactions

Supplemental legal mortgage

Created on 15 Mar 1995

Delivered on 22 Mar 1995

Status outstanding

Persons Entitled

The Royal Bank of Scotland PLC as Security Trustee

Amount Secured

All monies due or to become due from the company and/or genesis restaurants limited to the chargee under the terms of or pursuant to the financing documents (as defined in the debenture)

Short Particulars

Unit 6 trinity retail park off bradfield street bolton. See the mortgage charge document for full details.

Transactions

Supplemental legal mortgage

Created on 30 Jan 1995

Delivered on 15 Feb 1995

Status outstanding

Persons Entitled

The Royal Bank of Scotland (As Security Trustee)

Amount Secured

All monies due or to become due from the company and/or genesis restaurants limited to the chargee under the terms of the financing documents as defined in the composite guarantee and debenture dated 19TH september 1994 and/or this supplemental legal mortgage dated 30TH january 1995

Short Particulars

By way os first legal mortgage all its f/h and l/h estate and other interest in the f/h and l/h and other immovable property in the unit at lower audley street blackburn. See the mortgage charge document for full details.

Transactions

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Corporate guarantee and debenture

Created on 19 Sep 1994

Delivered on 07 Oct 1994

Status outstanding

Persons Entitled

The Royal Bank of Scotland Plcas Agent and Trustee "the Security Trustee" Forthe Secured Parties

Amount Secured

All monies due or to become due from the company and/or genesis restaurants limited to the chargee under the terms of the financing documents (as defined in the deed)

Short Particulars

Fixed and floating charges over the undertaking and all property and assets present and future including goodwill bookdebts uncalled capital buildings fixtures fixed plant and machinery. See the mortgage charge document for full details.

Transactions

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