CENTER PARCS (UK) GROUP LIMITED

Borrower deed of charge

Created on 28 Feb 2012

Delivered on 20 Mar 2012

Status outstanding

Persons Entitled

Hsbc Corporate Trustee Company (UK) Limited (the Borrower Security Trustee)

Amount Secured

All monies due or to become due from each obligor to any borrower secured creditor on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

For details of property charged please see form MG01 fixed and floating charge over all property and assets present and future, including shares, insurances, goodwill, book debts, uncalled capital, buildings, fixtures see image for full details.

Transactions

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Securitisation floating charge debenture

Created on 19 Jun 2007

Delivered on 04 Jul 2007

Status fully-satisfied

Persons Entitled

Capita Trust Company Limited

Amount Secured

All monies due or to become due from each obligor to the finance parties (or any of them) on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

Floating charge all present and future assets property and undertaking (save for any assets situate in jersey). See the mortgage charge document for full details.

Transactions

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Intercreditor deed

Created on 19 Jun 2007

Delivered on 05 Jul 2007

Status fully-satisfied

Persons Entitled

Capita Trust Company Limited

Amount Secured

All monies due or to become due from each obligor to the finance parties (or any of them) on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

If an obligor makes any payment in cash or in kind on account of or for the purchase or other acquisition of all or any part of the secured debt or unsecured debt or any secured creditor or un secured creditor receives all or any amount in cash or in kind of the secured debt or unsecured debt as applicable. See the mortgage charge document for full details.

Transactions

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A security over shares deed

Created on 19 Jun 2007

Delivered on 04 Jul 2007

Status fully-satisfied

Persons Entitled

Capita Trust Company Limited (The Borrower Security Trustee)

Amount Secured

All monies due or to become due from the company to the tax covenant benficiaries under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

The charged portfolio meaning in relation to the company its charged shares and related assets. See the mortgage charge document for full details.

Transactions

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Intercreditor deed

Created on 14 Dec 2006

Delivered on 28 Dec 2006

Status fully-satisfied

Persons Entitled

Capita Trust Company Limited as Security Trustee for the Secured Creditors

Amount Secured

All monies due or to become due from each obligor to the finance parties (or any of them) on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

The company has undertaken to the instructing agent that if an obligor makes any payment in cash or in kind on account of or for the purchase or other acquisition of all or any party of the unsecured debt; or the company receives all or any amount in cash or in kind of the unsecured debt, subject to the intercreditor deed by way of payment repayment prepayment setoff netting or in any other manner or on account of the enforcement of any security document or payment under any guarantee for any of the secured debt, in each case the company shall hold the same on trust for the instructing agent and promptly pay the same and promptly pay an amount equal to that amount so discharged,. See the mortgage charge document for full details.

Transactions

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Debenture

Created on 14 Dec 2006

Delivered on 22 Dec 2006

Status fully-satisfied

Persons Entitled

Capita Trust Company Limited

Amount Secured

All monies due or to become due of each obligor to the finance parties (or any of them) on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

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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Deed of accession to a debenture

Created on 19 May 2006

Delivered on 26 May 2006

Status fully-satisfied

Persons Entitled

Barclays Bank PLC (Acting in Its Capacity as Security Agent for the Beneficiaries)

Amount Secured

All monies due or to become due from each obligor to all or any of the beneficiaries on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

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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Security interest agreement over shares

Created on 19 May 2006

Delivered on 26 May 2006

Status fully-satisfied

Persons Entitled

Barclays Bank PLC Acting in Its Capacity as Security Agent for the Beneficiaries

Amount Secured

All monies due or to become due from the company to any of the finance parties on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

The securities and the related rights,. See the mortgage charge document for full details.

Transactions

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A security agreement

Created on 12 Dec 2003

Delivered on 18 Dec 2003

Status fully-satisfied

Persons Entitled

The Law Debenture Trust Corporation P.L.C (The "Security Trustee")

Amount Secured

All monies due or to become due from the company to any secured party on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

Short Particulars

All right, title and interest in all shares and related rights. See the mortgage charge document for full details.

Transactions

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Fixed and floating security document

Created on 12 Dec 2003

Delivered on 18 Dec 2003

Status fully-satisfied

Persons Entitled

The Law Debenture Trust Corporation P.L.C. (The "Security Trustee")

Amount Secured

All monies due or to become due from the company to any secured party on any account whatsoever under the terms of the aforementioned instrument creating or evidencing the charge

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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