South African Airways

All monies

PRINCIPAL OF AND INTEREST ON THE EX-IM B ANK LOAN AS DEFINED AND ALL OTHER AMOUNT S FROM TIME TO TIME OWING BY THE COMPANY UNDER THE SENIOR LOAN DOCUMENTS AS DEFI NED AND BY THE COMPANY UNDER THE SENIOR LOAN DOCUMENTS AS DEFINED AND PRINCIPAL OF AND INTEREST ON THE COMMERCIAL LOAN A S DEFINED AND ALL OTHER AMOUNTS FROM TIM E TO TIME OWING BY THE COMPANY UNDER THE JUNIOR LOAN DOCUMENTS AS DEFINED BY THE COMPANY UNDER THE JUNIOR LOAN DOCUMENTS ; AND ALL AMOUNTS AS DEFINED OWING TO EX -IM BANK OR THE SECURITY TRUSTEE UNDER T HE THIRD PRIORITY DOCUMENTS AS DEFINED

PRINCIPAL OF AND INTEREST ON THE EX-IM B ANK LOAN AS DEFINED AND ALL OTHER AMOUNT S FROM TIME TO TIME OWING BY THE COMPANY UNDER THE SENIOR LOAN DOCUMENTS AS DEFI NED AND BY THE COMPANY UNDER THE SENIOR LOAN DOCUMENTS AS DEFINED AND PRINCIPAL OF AND INTEREST ON THE COMMERCIAL LOAN A S DEFINED AND ALL OTHER AMOUNTS FROM TIM E TO TIME OWING BY THE COMPANY UNDER THE JUNIOR LOAN DOCUMENTS AS DEFINED BY THE COMPANY UNDER THE JUNIOR LOAN DOCUMENTS ; AND ALL AMOUNTS AS DEFINED OWING TO EX -IM BANK OR THE SECURITY TRUSTEE UNDER T HE THIRD PRIORITY DOCUMENTS AS DEFINED

All monies

All monies

All monies

All monies

All monies

ANY AND ALL THE OBLIGATIONS OF CAPE AVIA TOR LIMITED (THE OWNER) WHICH ARE NOW OR AT ANY TIME OWED TO THE CHARGEE IN IT'S CAPACITY AS SECURITY AGENT AND TRUSTEE FOR AND ON BEHALF OF THE SECURED PARTIES (AS DEFINED) AND TO ANY OF THE SECURED PARTIES PURSUANT TO ANY OF THE ANCILLARY DOCUMENTS (AS DEFINED IN THE AMENDED CO NDITIONAL SALE AGREEMENT)

ANY AND ALL THE OBLIGATIONS OF CAPE AVIA TOR LIMITED (THE OWNER) WHICH ARE NOW OR AT ANY TIME OWED TO THE CHARGEE IN IT'S CAPACITY AS SECURITY AGENT AND TRUSTEE FOR AND ON BEHALF OF THE SECURED PARTIES (AS DEFINED) AND TO ANY OF THE SECURED PARTIES PURSUANT TO ANY OF THE ANCILLARY DOCUMENTS (AS DEFINED IN THE AMENDED CO NDITIONAL SALE AGREEMENT

ANY AND ALL THE OBLIGATIONS OF CAPE AVIA TOR LIMITED (THE OWNER) WHICH ARE NOW OR AT ANY TIME OWED TO THE CHARGEE IN IT'S CAPACITY AS SECURITY AGENT AND TRUSTEE FOR AND ON BEHALF OF THE SECURED PARTIES (AS DEFINED) AND TO ANY OF THE SECURED PARTIES PURSUANT TO ANY OF THE ANCILLARY DOCUMENTS (AS DEFINED IN THE AMENDED CO NDITIONAL SALE AGREEMENT)

ANY AND ALL THE OBLIGATIONS OF CAPE AVIA TOR LIMITED (THE OWNER) WHICH ARE NOW OR AT ANY TIME OWED TO THE CHARGEE IN IT'S CAPACITY AS SECURITY AGENT AND TRUSTEE FOR AND ON BEHALF OF THE SECURED PARTIES (AS DEFINED) AND TO ANY OF THE SECURED PARTIES PURSUANT TO ANY OF THE ANCILLARY DOCUMENTS (AS DEFINED IN THE AMENDED CO NDITIONAL SALE AGREEMENT)

ANY AND ALL THE OBLIGATIONS OF CAPE AVIA TOR LIMITED (THE OWNER) WHICH ARE NOW OR AT ANY TIME OWED TO THE CHARGEE IN IT'S CAPACITY AS SECURITY AGENT AND TRUSTEE FOR AND ON BEHALF OF THE SECURED PARTIES (AS DEFINED) AND TO ANY OF THE SECURED PARTIES PURSUANT TO ANY OF THE ANCILLARY DOCUMENTS (AS DEFINED IN THE AMENDED CO NDITIONAL SALE AGREEMENT)

ANY AND ALL THE OBLIGATIONS OF CAPE AVIA TOR LIMITED (THE OWNER) WHICH ARE NOW OR AT ANY TIME OWED TO THE CHARGEE IN IT'S CAPACITY AS SECURITY AGENT AND TRUSTEE FOR AND ON BEHALF OF THE SECURED PARTIES (AS DEFINED) AND TO ANY OF THE SECURED PARTIES PURSUANT TO ANY OF THE ANCILLARY DOCUMENTS (AS DEFINED IN THE AMENDED CO NDITIONAL SALE AGREEMENT)

ANY AND ALL THE OBLIGATIONS OF CAPE AVIA TOR LIMITED (THE OWNER) WHICH ARE NOW OR AT ANY TIME OWED TO THE CHARGEE IN IT'S CAPACITY AS SECURITY AGENT AND TRUSTEE FOR AND ON BEHALF OF THE SECURED PARTIES (AS DEFINED) AND TO ANY OF THE SECURED PARTIES PURSUANT TO ANY OF THE ANCILLARY DOCUMENTS (AS DEFINED IN THE AMENDED CO NDITIONAL SALE AGREEMENT)

ANY AND ALL THE OBLIGATIONS OF MERLIN LE ASING LIMITED (THE BORROWER) WHICH ARE N OW OR AT ANY TIME OWED TO THE CHARGEE IN IT'S CAPACITY AS SECURITY AGENT AND TRU STEE FOR AND ON BEHALF OF THE SECURED PA RTIES (AS DEFINED) AND TO ANY OF THE SEC URED PARTIES PURSUANT TO ANY OF THE ANCI LLARY DOCUMENTS (AS DEFINED IN THE AMEND ED LEASE AGREEMENT)

IN FAVOUR OF THE CHARGEE ANY AND ALL OF THE OBLIGATIONS OF THE ASSIGNOR WHICH WE RE ON 17TH NOVEMBER 1992 OR AT ANY TIME THEREAFTER OWED TO ANY OF THE SECURED PA RTIES (AS DEFINED IN THE INSURANCE AGREE MENT (THE "INSURANCE AGREEMENT") DATED 1 7TH NOVEMBER 1992 (AND SUBSEQUENTLY AMEN DED BY THE DEED OF NOVATION AND APPOINTM ENT AND RETIREMENT) BETWEEN THE ASSIGNOR AND LLOYDS BANK PLC (THE "AGENT") IN IT S CAPACITY AS AGENT AND SECURITY TRUSTEE FOR AND ON BEHALF OF THE SECURED PARTIE S) PURSUANT TO ANY OF THE OPERATIVE DOCU MENTS

ANY AND ALL OF THE OBLIGATIONS OF INKOJA NI LEASING LIMITED (THE BORROWER) WHICH ARE NOW OR AT ANY TIME OWED TO THE CHARG EE PURSUANT TO ANY OF THE OPERATIVE DOCU MENTS (AS DEFINED IN THE AMENDED LEASE A GREEMENT)

ANY AND ALL OF THE OBLIGATIONS WHICH ARE NOW OR AT ANY TIME OWED BY THE ASSIGNOR UNDER THE CONDITIONAL SALE AGREEMENT OR THE INTERCREDITOR DEED, THE LESSEE UNDE R THE B SWAP AGREEMENT OR THE B LOAN PAR TICIPANT UNDER THE B LOAN AGREEMENT (ALL AS DEFINED) TO THE CHARGEE AS SECURITY TRUSTEE FOR AND ON BEHALF OF THE SECURED PARTIES OR ANY OF THEM

All monies

All monies

All monies

All monies

All monies

All monies

All monies

All monies

All monies

All monies