**Exhibit 4.3.3**

|  | **CLIFFORD CHANCE S/C   Consultores em Direito Estrangeiro** |
|--|--------------------------------------------------------------|

**EXECUTION VERSION**

**VCP OVERSEAS HOLDING LTD. BUDAPEST, BAAR BRANCH AS ASSIGNOR**

**AND**

**BANCO SANTANDER CENTRAL HISPANO S.A, LONDON BRANCH AS TRUSTEE**

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**COLLECTION ACCOUNT ASSIGNMENT**

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**CONTENTS**

| 1.     | Definitions and Interpretation    | 2      |
|--------|-----------------------------------|--------|
|   |                              |   |
| 2.     | Covenant to Pay                   | 3      |
|   |                              |   |
| 3.     | Assignment                        | 3      |
|   |                              |   |
| 4.     | Notice of Assignment              | 3      |
|   |                              |   |
| 5.     | Deposit                           | 3      |
|   |                              |   |
| 6.     | Power of Sale                     | 4      |
|   |                              |   |
| 7.     | Further Assurance                 | 4      |
|   |                              |   |
| 8.     | Power of Attorney                 | 4      |
|   |                              |   |
| 9.     | Receiver                          | 4      |
|   |                              |   |
| 10.    | Right of Appropriation            | 5      |
|   |                              |   |
| 11.    | Effectiveness of Security         | 5      |
|   |                              |   |
| 12.    | Subsequent Interests and Accounts | 6      |
|   |                              |   |
| 13.    | Currency Conversion               | 6      |
|   |                              |   |
| 14.    | Application of Proceeds           | 6      |
|   |                              |   |
| 15.    | Assignment                        | 6      |
|   |                              |   |
| 16.    | Successors                        | 6      |
|   |                              |   |
| 17.    | Notices                           | 7      |
|   |                              |   |
| 18.    | Counterparts                      | 7      |
|   |                              |   |
| 19.    | Governing Law                     | 7      |
|   |                              |   |
| 20.    | Jurisdiction                      | 7      |

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**THIS ASSIGNMENT**is made on 27 September 2006.

**BETWEEN:**

| (1)    | **VCP OVERSEAS HOLDING LTD. BUDAPEST**, **BAAR BRANCH**, a   branch of VCP Overseas Holding KFT (a company organised under the laws of   Hungary), licensed in the commercial register of the canton of Zug,   Switzerland (the (the “**Assignor**”); and                                                                                        |
|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                       |
| (2)    | **BANCO SANTANDER CENTRAL HISPANO   S.A. LONDON BRANCH**as trustee for the   Secured Parties on the terms and conditions set out in the Restated Agreement   (the “**Trustee**” which expression   shall include any Person for the time being appointed as trustee, or as an   additional trustee, for the purposes of the Restated Agreement). |

**IT IS AGREED**as follows:

| **1.** | **DEFINITIONS AND INTERPRETATION**                                                                                                                                                                                                                                                                                                                                           |
|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                         |   |
| 1.1    | In this Assignment:                                                                                                                                                                                                                                                                                                                                                          |
|   |                                                                                                                                                                                                                                                                                                                                                                         |   |
|   | “**Collateral   Rights**” means all rights, powers and remedies of   the Trustee provided by this Assignment or by law.                                                                                                                                                                                                                                            |
|   |                                                                                                                                                                                                                                                                                                                                                                         |   |
|   | “**Collection   Account**” means the dollar account with Banco Santander Central   Hispano S.A., London Branch in London in the name of the Assignor with   account number 1100-141876-256 (and any   other renewal or redesignation thereof) or such other account as may be   designated as the “Collection Account” from time to time by the Trustee. |
|   |                                                                                                                                                                                                                                                                                                                                                                         |   |
|   | “**Deposit**” means the credit balance from   time to time on the Collection Account and all rights, benefits and proceeds   in respect thereof.                                                                                                                                                                                                                   |
|   |                                                                                                                                                                                                                                                                                                                                                                         |   |
|   | “**Notice of Assignment**” means a notice of   assignment substantially in the form of the Schedule.                                                                                                                                                                                                                                                               |
|   |                                                                                                                                                                                                                                                                                                                                                                         |   |
|   | “**Restated   Agreement**” means the Santander Facility Agreements (as defined in   the Restated Agreement) and the agreement pursuant to which the Santander   Loan No. 6 (as defined in the Restatement Agreement) was advanced as restated   by the Restatement Agreement.                                                                                      |
|   |                                                                                                                                                                                                                                                                                                                                                                         |   |
|   | “**Restatement   Agreement**” means the restatement agreement dated as of the date of   this Assignment pursuant to which the parties thereto agreed to restate the   terms and conditions upon which the Santander Loans (as defined therein) are   outstanding upon the terms and conditions of the Restated Agreement.                                          |
|   |                                                                                                                                                                                                                                                                                                                                                                         |   |
|   | “**Secured Obligations**” means all   obligations at any time due, owing or incurred by any Obligor to any Secured   Party under the Finance Documents, whether present or future, actual or   contingent (and whether incurred solely or jointly and whether as principal   or surety or in some other capacity).                                                 |
|   |                                                                                                                                                                                                                                                                                                                                                                         |   |
| 1.2    | In this Assignment:                                                                                                                                                                                                                                                                                                                                                          |
|   |                                                                                                                                                                                                                                                                                                                                                                         |   |
|   | (a)                                                                                                                                                                                                                                                                                                                                                                          | Unless a contrary indication appears, (i) a   reference to “this Assignment” is a reference to this Assignment as amended   or novated; (ii) a reference to the “Restated Agreement” is a reference to   the Restated Agreement as amended or novated, and (iii) a term defined in the   Restated Agreement has the same meaning when used in this Assignment. |

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|   | (b)                                                                                                                                                                                                                                                                                                | The rules of interpretation and construction contained   in the Restated Agreement apply to the construction of this Assignment.                                                               |
|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
|   | (c)                                                                                                                                                                                                                                                                                                | Unless otherwise stated herein, a “Clause”,   “Section” or “Schedule” is a reference to a Clause, Section or Schedule of   this Assignment.                      |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
| 1.3    | A Person who is not a party to this Assignment has   no right under the Contracts (Rights of Third Parties) Act 1999 to enforce   any term of this Assignment.                                                                                                                                     |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
| 2.     | **COVENANT TO PAY**                                                                                                                                                                                                                                                                                |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
|   | The Assignor shall on demand of the Trustee   discharge each of the Secured Obligations and pay to the Trustee when due and   payable each sum now or hereafter owing, due or incurred by any Obligor in   respect of the Secured Obligations.                                                     |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
| 3.     | **ASSIGNMENT**                                                                                                                                                                                                                                                                                     |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
|   | The Assignor assigns absolutely and with full title   guarantee to the Trustee all of its right, title and interest, present and   future, in the Deposit.                                                                                                                                         |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
| 4.     | **NOTICE OF ASSIGNMENT**                                                                                                                                                                                                                                                                           |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
|   | This Assignment shall constitute notice of, and   acknowledgement by, the Trustee (on the terms of the Notice of Assignment),   of the assignment referred to in Clause 3.                                                                                                                         |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
| 5.     | **DEPOSIT**                                                                                                                                                                                                                                                                                        |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
| 5.1    | The Assignor shall not, without the Trustee’s prior   written consent, permit or agree to any variation of the rights attaching to   the Deposit.                                                                                                                                             |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
| 5.2    | Save as specifically provided in clause 20.8 (*Payments from Collection Account on Interest   Payment Dates*) of the Restated Agreement, at any time when there   are Secured Obligations outstanding the Assignor shall not be entitled to   receive, withdraw or otherwise transfer the Deposit. |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
| 5.3    | Upon the occurrence of an Event of Default, the   Trustee shall be entitled, without notice or further demand, or prior   authorisation from any court, immediately to exercise all the rights, powers   and remedies possessed by it according to law as assignee of the Deposit and   to:        |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
|   | (a)                                                                                                                                                                                                                                                                                                | demand and receive all and any monies due under or   arising out of the Deposit;                                                                                                               |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
|   | (b)                                                                                                                                                                                                                                                                                                | exercise in relation to the Deposit all such rights   as the Assignor was then entitled to exercise in relation to the Deposit or   might, but for the terms of this Assignment, exercise; and |
|   |                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                           |
|   | (c)                                                                                                                                                                                                                                                                                                | apply, set-off or transfer any or all of the Deposit   in or towards the payment or other satisfaction of the Secured Obligations or   any part of them.                                       |

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| 6.     | **POWER OF SALE**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |   |
| 6.1    | Upon the occurrence of an Event of Default, the   Trustee shall be entitled, without prior notice or further demand to the   Assignor or prior authorisation from any court, to sell or otherwise dispose   of all or any part of the Deposit.    The Trustee shall be entitled to apply the proceeds of that sale or   other disposal in paying the costs of that sale or disposal and in or towards   the discharge of the Secured Obligations.                                                                                                                                                                                                                                              |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |   |
| 6.2    | The power of sale or other disposal in Clause 6.1   shall operate as a variation and extension of the statutory power of sale   under Section 101 of the Law of Property Act 1925 and such power shall arise   (and the Secured Obligations shall be deemed due and payable for that   purpose) on execution of this Assignment.    The restrictions contained in Sections 93 and 103 of the Law of   Property Act 1925 shall not apply to this Assignment or to any exercise by   the Trustee of its right to consolidate mortgages or its power of sale.                                                                                                                                     |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |   |
| 6.3    | A certificate in writing by an officer or agent of   the Trustee that the power of sale or disposal has arisen and is exercisable   shall be conclusive evidence of that fact in favour of a purchaser of all or   any part of the Deposit.                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |   |
| **7.** | **FURTHER ASSURANCE**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |   |
|   | The Assignor shall promptly execute all documents   and do all things (including the execution and delivery of any Notice of   Assignment) that the Trustee may reasonably specify for the purpose of (a)   exercising the Collateral Rights, (b) securing and perfecting its security   over or title to all or any part of the Deposit or (c) enabling the Trustee   to vest all or part of the Deposit in its name or in the name(s) of its   nominee(s), agent or any purchaser.                                                                                                                                                                                                                |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |   |
| 8.     | **POWER OF ATTORNEY**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |   |
|   | The Assignor, by way of security, irrevocably   appoints the Trustee to be its attorney and in its name, on its behalf and as   its act and deed to execute, deliver and perfect all documents (including any   Notice of Assignment) and do all things that the Trustee may consider to be   necessary for (a) carrying out any obligation imposed upon the Assignor under   this Assignment or (b) exercising any of the Collateral Rights.  The Assignor shall ratify and confirm, and   indemnify the Trustee for, all things done and all documents executed by the   Trustee in the exercise of that power of attorney.                                                                  |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |   |
| 9.     | **RECEIVER**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |   |
| 9.1    | Upon the occurrence of an Event of Default or if a   petition or application is presented for the making of an administration   order in relation to the Assignor or if any Person who is entitled to do so   gives written notice of its intention to appoint an administrator of the   Assignor or files such a notice with the court, the Trustee may by writing   (acting through an authorised officer of the Trustee) without notice to the   Assignor appoint one or more Persons to be receiver of the whole or any part   of the Deposit (each such Person being (a) entitled to act individually as   well as jointly and (b) for all purposes deemed to be the agent of the   Assignor). |

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| 9.2    | In addition to the powers of the Trustee conferred   by Clause 6 and Clause 10, each Person appointed pursuant to Clause 9.1 shall   have, in relation to the Deposit in respect of which he was appointed, all   the powers (a) conferred by the Law of Property Act 1925 on a receiver   appointed under that Act, (b) of an administrative receiver set out in   Schedule 1 to the Insolvency Act 1986 (whether or not such Person is an   administrative receiver) and (c) (if such Person is an administrative   receiver) all the other powers exercisable by an administrative receiver in   relation to the Assignor by virtue of the Insolvency Act 1986.                                                                                                                                                                                                                                                                                                                                                    |
|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |   |
| 10.    | **RIGHT OF APPROPRIATION**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |   |
|   | To the extent that the Deposit constitutes   “financial collateral” and this Assignment and the obligations of the   Assignor hereunder constitutes a “security financial collateral arrangement”   (in each case as defined in, and for the purposes of, the Financial   Collateral Arrangements (No. 2) Regulations 2003 (SI 2003 No. 3226) (the “**Regulations**”)) the Trustee shall have the   right to appropriate all or any part of such financial collateral in or   towards discharge of the Secured Obligations.  For this purpose, the parties agree that the value of such   financial collateral so appropriated shall be the amount of the Deposit,   together with any accrued but unposted interest, at the time the right of   appropriation is exercised.  The   parties further agree that the method of valuation provided for in this   Assignment shall constitute a commercially reasonable method of valuation for   the purposes of theRegulations. |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |   |
| 11.    | **EFFECTIVENESS OF SECURITY**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |   |
| 11.1   | Except with the Trustee’s prior written consent or   as permitted under the Restated Agreement, no right, title or interest in   relation to the Deposit or to this Assignment shall be capable of assignment   or other disposal and the Assignor shall not assign or dispose of or create,   grant or permit to exist any security interest over the Deposit or this   Assignment.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |   |
| 11.2   | The security created by this Assignment and the   Collateral Rights shall be cumulative, in addition to and independent of   every other security which the Trustee may at any time hold for the Secured   Obligations or any rights, powers and remedies provided by law.  No prior security held by the Trustee over   the whole or any part of the Deposit shall merge into the security   constituted by this Assignment.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |   |
| 11.3   | This Assignment shall remain in full force and   effect as a continuing security for the Secured Obligations unless and until   the Trustee discharges it.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |   |
| 11.4   | Upon the Secured Obligations being discharged in   full and the Trustee and the Secured Parties having no further actual or   contingent obligations under the Finance Documents to make advances or   provide other financial accommodation, the Trustee shall, at the request and   cost of the Assignor, cancel all the security granted by this Assignment and   re-assign to the Assignor all the property assigned by this Assignment   without recourse to, and without any representations or warranties by, the   Trustee.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |   |
| 11.5   | No failure on the part of the Trustee to exercise,   or delay on its part in exercising, any Collateral Right shall operate as a   waiver, nor shall any single or partial exercise of a Collateral Right   prevent any further or other exercise of that or any other Collateral Right.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |

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| 11.6   | If, at any time, any provision of this Assignment is   or becomes illegal, invalid or unenforceable in any respect under the law of   any jurisdiction, the legality, validity or enforceability of (a) the   remaining provisions of this Assignment and (b) such provision under the law   of any other jurisdiction shall not in any way be affected or impaired   thereby.                                                                                                                 |
|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |   |
| 11.7   | None of the Trustee, or any delegate, agent,   attorney or co-trustee appointed by the Trustee, or any receiver appointed   pursuant to this Assignment shall be liable by reason of (a) taking any   action permitted by this Assignment, (b) any neglect or default in connection   with the Deposit or (c) the taking possession or realisation of all or any   part of the Deposit, except in the case of gross negligence or wilful default   upon its part.                              |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |   |
| 12.    | **SUBSEQUENT INTERESTS AND ACCOUNTS**                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |   |
|   | If the Trustee at any time receives notice of any   subsequent mortgage, assignment, charge or other interest affecting all or   any part of the Deposit, all payments made by the Assignor to the Trustee or   any of the Secured Parties after that time shall be treated as having been   credited to a new account of the Assignor and not as having been applied in   reduction of the Secured Obligations as at the time when the Trustee received   notice.                             |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |   |
| 13.    | **CURRENCY CONVERSION**                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |   |
|   | For the purpose of or pending the discharge of any   of the Secured Obligations the Trustee may convert any money received,   recovered or realised or subject to application by it under this Assignment   from one currency to another, as the Trustee thinks fit, and any such   conversion shall be effected at the Trustee’s spot rate of exchange for the   time being for obtaining such other currency with the first currency.                                                   |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |   |
| 14.    | **APPLICATION OF PROCEEDS**                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |   |
|   | All moneys received or recovered by the Trustee or   any Receiver appointed pursuant to this Assignment or the powers conferred by   it shall (subject to the claims of any Person having prior rights thereto and   by way of variation of the provisions of the Law of Property Act 1925) be applied   in accordance with clause 30 (*Application   of Proceeds*) of the Restated Agreement.                                                                                                 |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |   |
| 15.    | **ASSIGNMENT**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |   |
|   | The Trustee may assign and transfer all or any of   its rights and obligations under this Assignment.  The Trustee shall be entitled to disclose such information   concerning the Assignor and this Assignment as the Trustee considers   appropriate to any actual or proposed direct or indirect successor or to any   Person to whom information may be required to be disclosed by any applicable   law.                                                                             |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |   |
| 16.    | **SUCCESSORS**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |   |
|   | This Assignment shall remain in effect despite any   amalgamation or merger (however effected) relating to the Trustee and   references to the Trustee shall be deemed to include any assignee or   successor in title of the Trustee and any Person who, under the laws of its   jurisdiction of incorporation or domicile, has assumed the rights and   obligations of the Trustee under this Assignment or to which, under such   laws, those rights and obligations have been transferred. |

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| 17.    | **NOTICES**                                                                                                                                                                                                                                                                                                        |
|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                               |   |
|   | Any communication to be made under or in connection   with this Assignment shall be made in accordance with the provisions of   clause 31 (*Notices*) of the   Restated Agreement.                                                                                                                                 |
|   |                                                                                                                                                                                                                                                                                                               |   |
| 18.    | **COUNTERPARTS**                                                                                                                                                                                                                                                                                                   |
|   |                                                                                                                                                                                                                                                                                                               |   |
|   | This Assignment may be executed in any number of   counterparts, all of which taken together shall constitute one and the same   instrument.                                                                                                                                                                       |
|   |                                                                                                                                                                                                                                                                                                               |   |
| 19.    | **GOVERNING LAW**                                                                                                                                                                                                                                                                                                  |
|   |                                                                                                                                                                                                                                                                                                               |   |
|   | This Assignment is governed by English law.                                                                                                                                                                                                                                                                        |
|   |                                                                                                                                                                                                                                                                                                               |   |
| 20.    | **JURISDICTION**                                                                                                                                                                                                                                                                                                   |
|   |                                                                                                                                                                                                                                                                                                               |   |
| 20.1   | The courts of England have exclusive jurisdiction to   settle any dispute arising out of or in connection with this Assignment   (including a dispute regarding the existence, validity or termination of this   Assignment) (a “**Dispute**”).                                                          |
|   |                                                                                                                                                                                                                                                                                                               |   |
| 20.2   | The parties agree that the courts of England are the   most appropriate and convenient courts to settle Disputes and, accordingly,   that they will not argue to the contrary.                                                                                                                                     |
|   |                                                                                                                                                                                                                                                                                                               |   |
| 20.3   | This Clause 20 is for the benefit of the Trustee   only.  As a result the Trustee shall   not be prevented from taking proceedings relating to a Dispute in any other   courts with jurisdiction. To the extent allowed by law, the Trustee may take   concurrent proceedings in any number of jurisdictions. |
|   |                                                                                                                                                                                                                                                                                                               |   |
| 20.4   | Without prejudice to any other mode of service   allowed under any relevant law, the Assignor:                                                                                                                                                                                                                     |
|   |                                                                                                                                                                                                                                                                                                               |   |
|   | (a)                                                                                                                                                                                                                                                                                                                | irrevocably appoints Law Debenture Corporate   Services Limited at 100 Wood Street, Fifth Floor, London EC2V 7EX, or, if   different, its registered office, as its agent for service of process in   relation to any proceedings before the English courts in connection with this   Assignment; and |
|   |                                                                                                                                                                                                                                                                                                               |   |
|   | (b)                                                                                                                                                                                                                                                                                                                | agrees that failure by a process agent to notify the   Assignor of the process will not invalidate the proceedings concerned. |

**IN WITNESS WHEREOF** this Assignment has been signed on behalf of the Trustee and executed as a deed by the Assignor and is intended to be and is hereby delivered by it as a deed on the date specified above.

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**THE SCHEDULE Form Of Notice Of Assignment**

To:          Banco Santander Central Hispano S.A., London Branch

Date: [•] 2006

Dear Sirs,

We give you notice that we have assigned to Banco Santander Central Hispano S.A., London Branch (the “**Trustee**”) on behalf of certain Secured Parties all of our right, title and interest in and to the dollar account with Banco Santander Central Hispano S.A., London Branch in London with account number 1100-141876-256 (and any other renewal or redesignation thereof) and all monies standing to the credit of this account from time to time (the “**Account**”). 

With effect from the date of your receipt of this notice:

| (a)    | any existing payment instructions affecting the   Account are to be terminated and all payments and communications in respect   of the Account should be made, or sent, to the Trustee or as it shall direct;   and |
|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                |
| (b)    | all rights, interests and benefits whatsoever   accruing to or for the benefit of ourselves arising from the Account belong   to the Trustee.                                                                       |

Please accept this notice by signing the enclosed acknowledgement and returning it to the Trustee at Santander House, 100 Ludgate Hill, London, EC4M 7NJ, United Kingdom marked for the attention of Everton de Sousa Hugues/Jim Inches. 

Yours faithfully

_________________________ for and on behalf of**VCP OVERSEAS HOLDING LTD. BUDAPEST, BAAR BRANCH**

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**SIGNATURES**

| **The Assignor**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
| EXECUTED as a   DEED                                                                                                    ) |
| by **VCP OVERSEAS   HOLDING LTD. BUDAPEST, BAAR   BRANCH                    **)                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
| By:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
| **The Trustee**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
| **BANCO SANTANDER CENTRAL HISPANO S.A., LONDON BRANCH**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
| By:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |

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