Trillium (Prime) Property Gp Limited

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ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTIGENT OWED JOINTLY OR SEVERALLY OR IN WHATEVER CAPACITY WHATSOEVER) OF EACH OBLIGOR TO ANY BENEFICIARY UNDER EACH FINANCE DOCU MENT, THE EXISTING SWAP AND ANY HEDDGING AGREEMENT TO WHICH SUCH BENEFICIARY IS A PARTY TOGETHER WITH ALL COSTS CHARGES AND EXPENSES INCURRED BY ANY BENEFICIARY IN CONNECTION WITH THE PROTECTION PRESE RVATION OR ENFORCEMENT OF IT'S RESPECTIV E RIGHTS UNDER THE FINANCE DOCUMENTS EXC EPT FOR ANY OBLIGATION WHICH, IF IT WERE SO INCLUDED, WOULD CONTRAVENE SECTION 1 51 OF THE COMPANIES ACT 1985

IN FAVOUR OF THE CHARGEE THE AMOUNT WHIC H THE COMPANY HAS FROM TIME TO TIME COVE NANTED IN CLAUSE 28.4(E) OF A PROJECT AG REEMENT (THE "PROJECT AGREEMENT") DATED 27 MARCH 1998 CALCULATED IN ACCORDANCE W ITH SCHEDULE 31 TO THE PROJECT AGREEMENT IN THE EVENT OF TERMINATION OF THE PROJ ECT AGREEMENT

IN FAVOUR OF THE CHARGEE THE AMOUNT WHIC H THE COMPANY HAS FROM TIME TO TIME COVE NANTED IN CLAUSE 28.4(E) OF A PROJECT AG REEMENT (THE "PROJECT AGREEMENT") DATED 27 MARCH 1998 CALCULATED IN ACCORDANCE W ITH SCHEDULE 31 TO THE PROJECT AGREEMENT IN THE EVENT OF TERMINATION OF THE PROJ ECT AGREEMENT

IN FAVOUR OF THE CHARGEE THE AMOUNT WHIC H THE COMPANY HAS FROM TIME TO TIME COVE NANTED IN CLAUSE 28.4(E) OF A PROJECT AG REEMENT (THE "PROJECT AGREEMENT") DATED 27 MARCH 1998 CALCULATED IN ACCORDANCE W ITH SCHEDULE 31 TO THE PROJECT AGREEMENT IN THE EVENT OF TERMINATION OF THE PROJ ECT AGREEMENT

IN FAVOUR OF THE CHARGEE THE AMOUNT WHIC H THE COMPANY HAS FROM TIME TO TIME COVE NANTED IN CLAUSE 28.4(E) OF A PROJECT AG REEMENT (THE "PROJECT AGREEMENT") DATED 27 MARCH 1998 CALCULATED IN ACCORDANCE W ITH SCHEDULE 31 TO THE PROJECT AGREEMENT IN THE EVENT OF TERMINATION OF THE PROJ ECT AGREEMENT

IN FAVOUR OF THE CHARGEE THE AMOUNT WHIC H THE COMPANY HAS FROM TIME TO TIME COVE NANTED IN CLAUSE 28.4(E) OF A PROJECT AG REEMENT (THE "PROJECT AGREEMENT") DATED 27 MARCH 1998 CALCULATED IN ACCORDANCE W ITH SCHEDULE 31 TO THE PROJECT AGREEMENT IN THE EVENT OF TERMINATION OF THE PROJ ECT AGREEMENT

IN FAVOUR OF THE CHARGEE THE AMOUNT WHIC H THE COMPANY HAS FROM TIME TO TIME COVE NANTED IN CLAUSE 28.4(E) OF A PROJECT AG REEMENT (THE "PROJECT AGREEMENT") DATED 27 MARCH 1998 CALCULATED IN ACCORDANCE W ITH SCHEDULE 31 TO THE PROJECT AGREEMENT IN THE EVENT OF TERMINATION OF THE PROJ ECT AGREEMENT

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ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHASE MANHATTAN BANK (FOR ITSELF AND AS TRUSTEE FOR EACH BENE FICIARY) UNDER EACH FINANCE DOCUMENT, TH E EXISTING SWAP AND ANY HEDGING AGREEMEN T (AS DEFINED IN A SECURITY DOCUMENT DAT ED 1ST APRIL 1998)

THE AMOUNT WHICH THE COMPANY (AS TRUSTEE FOR AND GENERAL PARTNER OF PPM (PRIME) PROPERTY LIMITED PARTNERSHIP) HAS FROM T IME TO TIME UNDERTAKEN IN CLAUSE 28.4(E) OF THE PROJECT AGREEMENT DATED 27TH MAR CH 1998 TO PAY TO THE CHARGEE FOR THE PR OPERTIES (AS DEFINED)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES (WHETHER ACTUAL OR CONTINGENT AND WHETHER OWED JOINTLY OR SEVERALLY O R IN ANY OTHER CAPACITY WHATSOEVER) OF E ACH OBLIGOR TO THE CHARGEE UNDER EACH FI NANCE DOCUMENT, THE EXISTING SWAP AND AN Y HEDGING AGREEMENT TO WHICH SUCH BENEFI CIARY IS A PARTY TOGETHER WITH ALL COSTS , CHARGES AND EXPENSES INCURRED BY ANY B ENEFICIARY IN CONNECTION WITH THE PROTEC TION, PRESERVATION OR ENFORCEMENT OF ITS RESPECTIVE RIGHTS UNDER THE FINANCE DOC UMENTS EXCEPT FOR ANY OBLIGATION WHICH, IF IT WERE SO INCLUDED, WOULD RESULT IN THE DEED CONTRAVENING SECTION 151 OF THE COMPANIES ACT 1985 (TOGETHER THE "SECUR ED LIABILITIES")

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