This Deed is made [insert day and month] 20[insert year]

Parties

1. 1

   [insert name of party] of [insert address] (the Senior Lender);

1. 2

   [Insert name of party] of [insert address] (the Junior Lender);

1. 3

   [insert name of party], a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at [insert registered office] (the Borrower).

Recitals:

1. 1. (A)

      The Senior Lender has agreed to provide the Borrower with a loan facility on the terms of the Senior Facility Agreement (as defined below).

   1. (B)

      It is a condition precedent to the utilisation of the Senior Facility (as defined below) that the Junior Lender and the Borrower enter into this Deed with the Senior Lender.

   1. (C)

      [[insert further details if required]]

The parties agree:

1. 1. 1

      Definitions and interpretation

      1. 1.1

         [Unless defined otherwise in this Deed, or the context requires otherwise, all words or expressions defined in the Senior Facility Agreement have the same meaning in this Deed.]

      1. 1.2

         In this Deed:

         Business Day

         1. •

            means a day, other than a Saturday, Sunday or public holiday, on which