Xphil Limited

All monies

All monies

ALL INDEBTEDNESS,LIABILITIES AND PAYMENT OBLIGATIONS WHICH ARE AS AT 25TH SEPTEM BER 1998 OR MAY AT ANY TIME THEREAFTER B E DUE,OWING OR INCURRED IN ANY MANNER WH ATSOEVER TO THE ROYAL BANK OF SCOTLAND P LC (AS SECURITY TRUSTEE FOR THE SECURITY BENEFICIARIES) AND THE SECURITY BENEFIC IARIES BY ANY GROUP COMPANY WHETHER PURS UANT TO THE GUARANTEE OR OTHERWISE WHETH ER OR NOT THE SECURITY BENEFICIARIES SHA LL HAVE BEEN AN ORIGINAL PARTY TO THE RE LEVANT TRANSACTION AND IN WHATEVER CURRE NCY DENOMINATED INCLUDING ALL LIABILITIE S FROM TIME TO TIME ASSUMED OR INCURRED BY THE SECURITY BENEFICIARIES AT THE REQ UEST OF ANY GROUP COMPANY IN CONNECTION WITH FOREIGN EXCHANGE TRANSACTIONS,ACCEP TANCES,DISCOUNTING OR OTHERWISE OR UNDER GUARANTEES BONDS INDEMNITIES OR ANY INS TRUMENT WHATSOEVER

ALL INDEBTEDNESS, LIABILITIES AND PAYMEN T OBLIGATIONS WHICH ARE AS AT 23RD JULY 1998 OR MAY AT ANY TIME THEREAFTER BE DU E, OWING OR INCURRED TO THE CHARGEE (AS SECURITY TRUSTEE FOR THE SECURITY BENEFI CIARIES) BY ANY GROUP COMPANY (WITH THE EXCEPTION OF CAPITALMARKET PLC) UNDER TH E STANDBY FACILITY AND THE REVOLVING GEN ERAL FACILITY WHETHER ACTUALLY OR CONTIN GENTLY, WHETHER PURSUANT TO THE GUARANTE E OR OTHERWISE, INCLUDING ALL LIABILITIE S FROM TIME TO TIME ASSUMED OR INCURRED BY THE SECURITY BENEFICIARIES AT THE REQ UEST OF ANY GROUP COMPANY (WITH THE EXCE PTION OF CAPITALMARKET PLC) IN CONNECTIO N WITH FOREIGN EXCHANGE TRANSACTIONS, AC CEPTANCES, DISCOUNTING OR OTHERWISE OR U NDER GUARANTEES, BONDS, INDEMNITIES, DOC UMENTARY OR OTHER CREDITS OR ANY INSTRUM ENTS WHATSOEVER