SECURITY FOR THOSE OBLIGATIONS OR OTHERWISE) IS MADE IN WHOLE OR
IN PART OR ANY ARRANGEMENT IS MADE ON THE FAITH OF ANY PAYMENT, SECURITY OR
OTHER DISPOSITION WHICH IS AVOIDED OR MUST BE RESTORED ON INSOLVENCY,
LIQUIDATION OR OTHERWISE, THE LIABILITY OF THE CHARGOR UNDER THIS DEBENTURE
SHALL CONTINUE AS IF THE DISCHARGE OR THE ARRANGEMENTS HAD NOT OCCURRED.
2.3
THE CHARGEE MAY CONCEDE OR COMPROMISE ANY CLAIM THAT ANY PAYMENT,
SECURITY OR OTHER DISPOSITION IS LIABLE TO AVOIDANCE OR RESTORATION.
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3.
Covenant to Pay
3.1
COVENANT TO PAY
THE CHARGOR COVENANTS WITH THE CHARGEE THAT IT WILL PAY, DISCHARGE AND SATISFY
THE SECURED OBLIGATIONS IN ACCORDANCE WITH THEIR TERMS.
3.2
PROVISO
THE COVENANTS CONTAINED IN THIS CLAUSE AND THE SECURITY CREATED BY THIS
DEBENTURE SHALL NOT EXTEND TO OR INCLUDE ANY LIABILITY OR SUM WHICH WOULD
OTHERWISE CAUSE ANY SUCH COVENANT OR SECURITY TO BE UNLAWFUL OR PROHIBITED BY
ANY APPLICABLE LAW.
3.3
DEMANDS
(A)
THE MAKING OF ONE DEMAND SHALL NOT PRECLUDE
THE CHARGEE FROM MAKING ANY FURTHER DEMANDS.
(B)
ANY THIRD PARTY DEALING WITH THE CHARGEE OR
ANY RECEIVER SHALL NOT BE CONCERNED TO SEE OR ENQUIRE AS TO THE VALIDITY OF ANY
DEMAND UNDER THIS DEBENTURE.
4.
Creation of security
4.1
ASSIGNMENTS
THE CHARGOR, WITH FULL TITLE GUARANTEE, AS SECURITY FOR THE PAYMENT OR DISCHARGE
OF ALL SECURED OBLIGATIONS, ASSIGNS TO THE CHARGEE ALL OF ITS RIGHTS, CLAIMS,
TITLE AND INTEREST FROM TIME TO TIME IN RESPECT OF ANY SUMS PAYABLE TO IT
PURSUANT TO THE INSURANCE POLICIES, INCLUDING BUT NOT LIMITED TO THE P&M
INSURANCE.
4.2
MORTGAGE OF PLANT, MACHINERY & EQUIPMENT
The Chargor, with full title guarantee, as security for the payment or discharge
of all Secured Obligations, mortgages and charges to the Chargee all of the
Chargor's Plant, Machinery & Equipment.
4.3
FIXED SECURITY
THE CHARGOR, WITH FULL TITLE GUARANTEE, AS SECURITY FOR THE PAYMENT OR DISCHARGE
OF ALL SECURED OBLIGATIONS, CHARGES TO THE CHARGEE THE FOLLOWING:
(A)
BY WAY OF LEGAL MORTGAGE, ALL LAND IN ENGLAND AND WALES
NOW VESTED IN IT AND REGISTERED AT THE LAND REGISTRY OR WHICH WILL BE SUBJECT TO
FIRST REGISTRATION AT THE LAND REGISTRY UPON THE EXECUTION AND DELIVERY OF THIS
DEBENTURE, INCLUDING THE LAND (IF ANY) DESCRIBED UNDER ITS NAME IN SCHEDULE 1
(REGISTERED LAND TO BE MORTGAGED);
(B)
BY WAY OF LEGAL MORTGAGE, ALL OTHER LAND IN ENGLAND AND
WALES NOW VESTED IN IT AND NOT REGISTERED AT THE LAND REGISTRY;
(C)
BY WAY OF FIRST FIXED CHARGE:
(I)
ALL OTHER LAND WHICH IS NOW, OR IN THE
FUTURE BECOMES, ITS PROPERTY;
(II)
ALL INTERESTS AND RIGHTS IN OR RELATING TO
LAND OR THE PROCEEDS OF SALE OF LAND NOW OR IN THE FUTURE BELONGING TO IT;
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(III)
ALL PLANT AND MACHINERY NOW OR IN THE FUTURE
ATTACHED TO ANY LAND WHICH, OR AN INTEREST IN WHICH, IS CHARGED BY IT UNDER THE
PRECEDING PROVISIONS OF THIS CLAUSE 4.2;
(IV)
ALL INCOME OF ANY KIND WHATSOEVER AND ALL DEBTS