Merlin Entertainments (Sea Life) Limited

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ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES OF EACH OBLIGOR TO THE FINANC E PARTIES (OR ANY OF THEM) UNDER EACH OR ANY OF THE FINANCE DOCUMENTS (ALL TERMS AS DEFINED)

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ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES OF EACH OBLIGOR TO THE FINANC E PARTIES (OR ANY OF THEM) UNDER ANY OF THE FINANCE DOCUMENTS (ALL TERMS DEFINED )

ALL MONEY AND LIABILITIES DUE OR TO BECO ME DUE ON ANY OBLIGORS BEHALF OR OTHERWI SE TO THE FINANCE PARTIES UNDER THE FINA NCE DOCUMENTS (ALL TERMS AS DEFINED)

ALL MONEY OR LIABILITIES DUE, OWING OR I NCURRED TO ANY SECURED PARTY (AS DEFINED ) BY ANY CHARGING COMPANY (AS DEFINED) O R ANY OTHER OBLIGOR (AS DEFINED) AT PRES ENT OR IN THE FUTURE, IN ANY MANNER WHET HER ACTUAL OR CONTINGENT, WHETHER INCURR ED SOLELY OR JOINTLY WITH ANY OTHER PERS ON AND WHETHER AS PRINCIPAL OR SURETY TH AT ARISES OR MAY ARISE UNDER, PURSUANT T O OR IN CONNECTION WITH THE SENIOR CREDI T AGREEMENT OR THE MEZZANINE CREDIT AGRE EMENT (ALL AS DEFINED)

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THE OBLIGATION TO REPAY ALL MONEY AND LI ABILITIES THEN OR THEREAFTER DUE, OWED O R INCURRED ACTUALLY OR CONTINGENTLY IN C ONNECTION WITH THE FINANCE DOCUMENTS INC LUDING ALL INTEREST, FEES, COSTS, CHARGE S, EXPENSES, INDEMNITY PAYMENTS, STAMP A ND/OR REGISTRATION AND OTHER LIKE DUTIES AND TAXES OR OTHERWISE INCURRED BY ANY FINANCE PARTY (ON ANY OBLIGOR'S BEHALF O R OTHERWISE) IN CONNECTION WITH THE PRES ERVATION, PROTECTION, PERFECTION OR ENFO RCEMENT OF THE RESPECTIVE RIGHTS OF THE FINANCE PARTIES ACCORDING TO THE FINANCE DOCUMENTS REFERRED TO IN SECTION I AND II OF THE AGREEMENT AND AS DEFINED IN CL AUSE ONE OF THE AGREEMENT (THE "GUARANTE ED OBLIGATIONS")

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ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES OF EACH OBLIGOR TO THE FINANC E PARTIES (OR ANY OF THEM) UNDER ANY OF THE FINANCE DOCUMENTS (AS DEFINED)

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ALL AMOUNTS DUE OR OWING TO THE PLEDGEE BY ANY ONE OR MORE OF THE OBLIGORS OUT O F OR IN CONNECTION WITH (I) THE FACILITI ES AGREEMENT (II) THE MEZZANINE FACILITI ES AGREEMENT OR (III) ANY AND ALL RENEWA LS EXTENSIONS ENLARGEMENTS OR ANY OTHER AMENDMENT OR SUPPLEMENT TO THE FACILITIE S AGREEMENT OR THE MEZZANINE FACILITIES AGREEMENT FROM TIME TO TIME

ALL AMOUNTS DUE OR OWING TO THE PLEDGEE BY ANY ONE OR MORE OF THE OBLIGORS OUT O F OR IN CONNECTION WITH (I) THE FACILITI ES AGREEMENT (II) THE MEZZANINE FACILITI ES AGREEMENT OR (III) ANY AND ALL RENEWA LS EXTENSIONS ENLARGEMENTS OR ANY OTHER AMENDMENT OR SUPPLEMENT TO THE FACILITIE S AGREEMENT OR THE MEZZANINE FACILITIES AGREEMENT FROM TIME TO TIME

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES FOR THE PAYMENT OF MONEY OF E ACH OBLIGOR TO THE FINANCE PARTIES (OR A NY OF THEM) UNDER EACH OR ANY OF THE FIN ANCE DOCUMENTS

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NO AMOUNT SECURED

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£625,000 AND ALL OTHER MONIES DUE OR TO BECOME DUE FROM THE COMANY TO THE CHA RGEE UNDER THE TERMS OF THE DEBENTURE ST OCK DEED

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£500,000 AND ALL OTHER MONIES DUE OR TO BECOME DUE FROM THE COMPANY TO THE CH ARGEE UNDER THE TERMS OF THE DEBENTURE S TOCK DEED