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COMPANIES FORM No. 395

Particulars of a mortgage or charge
M A fee of £13 is payable to Companies House in respect
of each register entry for a mortgage or charge.
!cHFP02SI

Please do not Pursuant to section 395 of the Compames Act 1985

wnte In
thiSmargin For official use
Please complete
To the Registrar of Companies
(Address overleaf -Note 6)
~-..--. Company number

legibly, preferably
In black type. or
L~l(l'l_J I
36624

bold block lettering Name of company

.Insertfullname
of Company
.
THE EVERTON FOOTBALL CLUB COMPANY LIMITED (the 'Company')

Date of creation of the charge

/122 August 2007 I

.
Description of the Instrument
ASSIGNMENT OF PAYMENTS
(If any) creatmg or eVldencmg the charge (note 2)
(the 'Ass~gnment')

Amount secured by the mortgage or charge

(a) all the obl~gat10ns and 11ab111t1es of the Company to Barclays of any
k~nd and 1n any currency (whether present or future, actual or
cont1ngent and whether as pr1nc~pal or surety or lncurred alone or
)olntly w1th another and whether Barclays shall have been an orlg1nal
party to the relevant transactlon or not) under the Fac~llty Letter.

(b) the Expenses, and

(c) Interest on the amounts referred to 1n (a) and (b) above (clauses
2.1.1 and 2 1 2 of the Asslgnment) from the date on Wh1Ch the Company
has agreed to pay Interest on them or, 1f there lS no such agreement,
from the date 1n Wh1Ch they become due

All def1nlt1ons are g1ven on page 2 of th1s form 395 and the cont1nuatl0n
sheet.

Names and addresses of the mortgagees or persons entitled to the charge

Barclays Bank PLC of 71 Grey Street, Newcastle upon Tyne ('Barelays')

Pos~ode NEl 6EF

Presentor's name address and For official Use (06/2005)

reference (If any) Mortgage Section
D~cklnson Dees LLP I~ro~
St Ann's Wharf
112 Quays1de
Newcastle upon Tyne
NE99 lSB
III ~IIIln II m
-AOS3FSDp.
I
BAR/l/349 A08 24/08/2007 92
COMPANIESHOUSE
Time cnbcal reference
I
Page 1
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Short particulars of all the property mortgaged or charged

Please db not
\vnte In
The Company ass1gns absolutely and uncond1t10nally and w1th full t1tle thiS margin
guarantee to Barclays the Company's r1ght, t1tle, benefit and 1nt~~est Please complete
(present and future) ~n the Payments together w1th all r1ghts for the legIbly, preferably
Borrower to sue or takeiact10n 1n respect of any non-payment of the Payments In black type, or
bold bloclc
by the FAPL lettering

NB The Ass1gnment conta1ns the follow1ng restr1ct10ns

The Company w1l1 not w1thout Barclay's pr10r wr1tten consent

create or perm1 t to arose or contJ.nue any Encumbrance a ffect1ng the

Payments; or

(J.J.) d1spose or purport to d1spose of any J.nterest 1n or grant any rJ.ght

over any Ass1gned Property.

In thJ.s form 395:

'AssJ.gned Property' means the rJ.ghts, tJ.tle, benefJ.ts and J.nterest

ass1gned by clause 3 of the AssJ.gnment,

Particulars as to commiSSionallowance or discount (note 3)

I
A fee Is payable
to Companies
House In

Signed ~)LK:..I VY.10n Date ';)J. J.2Jm mpect of each

register entry
for e moJ1gage
or charge
On behalf of ~ ~chargee) t (See Note IS)

tdeleteas
Notes appropnate
1 The onglnal Instrument(If any) creating or eVidencing the charge, together With these prescnbed
particulars correctly completed must be delivered to the Registrar of Companies within 21 days after
the date of creation of the charge (section 395) If the property IS situated and the charge was created
outside the Umted Kingdom delivery to the Registrar must be effected withIn 21 days after the date on
which the Instrument could In due course of post, and If dispatched with due diligence, have been
received In the United Kingdom (section 398) A copy of the Instrument creating the charge will be
accepted where the property charged IS situated and the charge was created outside the United
Kingdom (section 398) and In such cases the copy must be venfied to be a correct copy either by the
company or by the person who has delivered or sent the copy to the Registrar The venficatlon must be
signed by or on behalf of the person giVing the venficatlon and where this IS gIVen by a body corporate
It must be signed by an officer of that body A venfied copy will also be accepted where section 398(4)
applies (property situate In Scotland or Northern Ireland) and Form No 398 ISsubmitted

2 A descnptlon of the Instrument, e9 "Trust Deed", "Debenture", "Mortgage", or "Legal charge", etc, as
the case may be, should be given

3 In thiS section there should be Inserted the amount or rate per cent of the commission, allowance or
discount (If any) paid or made either directly or indirectly by the company to any person In
consideration of hiS,
(a) subscnblng or agreeing to subscnbe, whether absolutely or conditionally, or
(b) procunng or agreeing to procure subscnptlons, whether absolute or conditIOnal,
for any of the debentures Included In this retum The rate of mterest payable under the terms of the
debentures should not be entered

4 If any of the spaces In this form provIde insufficient space the particulars must be entered on the
prescnbed continuation sheet

5 A fee of £13 IS payable to Companies House In respect of each register entry for a mortgage or charge
Cheques and Postal Orders must be made payable to Companies House.
6 The address of the Registrar of Companies IS Companies House, Crown Way, Cardiff CF14 3UZ

LaserfonnInlemabonal1/05 P~e2

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 COMPANIES FORM No. 395 (Cont.) AND FORM No 410 (Scot)(Cont.)

Particulars of a mortgage or charge

(continued)
Please do not
wnte In thiS
binding margin Continuation sheet No !
to Form No 395 and 410 (Scot)

Company Number
Please complete
legIbly, preferably 36624
In black type, or I
bold block lettering Name of Company

THE EVERTON FOOTBALL CLUB COMPANY

.delete .f
Inappropnate
limited.

Descnpbon of the Instrument creating or eVidencIng the mortgage or charge (continued) (note2)

8
Amount due or oWing on the mortgage or charge (continued) Please- do not
wnteInthiS
.
bindingmargIn

Please complete
legIbly,preferably
In black type, or
bold block lettering

Page 2 4572618

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Please dooftot Names, addresses and descnpbons of the mortgagees or persons entitled to the charge (continued)
vlnte In thIs
binding margin

Please complete
legibly,prefembly
In black type, or
bold block lettenng

Page 3 8
Please dOlflot Names, addresses and descriptions of the mortgagees or persons entItled to the charge (continued)
Yhlte In this
binding margin

Please complete
legIbly, preferably
In black type, or
bold block lettenng

Page 3 8
Short particulars of all the property mortgaged or charged (continued)
PleaSO-do
wnte In thiS
not.

'Encumbrance' ,binding rftargrn

1ncludes any mortgage, charge (fJ.xedor floatJ.ng), pledge,
11en and any other arrangement or 1nterest (whether by way
of assJ.gnment, trust, t1tle retent10n or otherwJ.se) whJ.ch Please complete
legibly, preferably
has the effect of creatJ.ng securJ.ty or payment pr10r1ty, In black type, or
bold block lettenng
'Expenses' means all expenses (on a full J.ndemnJ.tybas1s), from tJ.me
to tJ.me paJ.d or J.ncurred by an admJ.nJ.strator (appo1nted
under the Insolvency Act 1986) of the Company 1n carrYJ.ng
out h1s statutory functJ.ons and that adm1n1strator's
remuneratJ.on and all expenses (on a full J.ndemn1ty basJ.s)
1nclud1ng legal fees, from tJ.me to tJ.me paJ.d or J.ncurred
by Barclays or any ReceJ.ver at any tJ.me J.n connectJ.on wJ.th
the Ass1.gned Property or the OblJ.gatJ.ons or J.n takJ.ng,
perfectJ.ng or enforcJ.ng the Ass1.gnment or l.n exerC1S l.ng
any rJ.ght or power under the Ass1.gnment or otherwJ.se
together WJ.th VAT upon such Expenses where approprJ.ate;

'Fac111ty Letter' means the faC1.1J.tyletter dated 3 July 2007 from Barclays
to the Company whereby Barclays made avaJ.lable to the
Company an overdraft fac11J.ty of up to £25,000,000,

'FAPL' means, as approprJ.ate, The Football AssocJ.at1.on Prem1.er

League LJ.mJ.ted or comb1nat1on of assocJ.atJ.on football
clubs cOmpr1.S1ng the clubs known as the FA Prem1.er League
or any replacement thereof by whatever name,

'Interest' means J.nterest at the rate or rates agreed between

Barclays and the Company and 1.n the absence of agreement
1.n respect of any IJ.ab111.tyor obl1.gat1.onat the rate of
3% per annum above the base rate of Barclays from t1.me to
tJ.me,

'Ob11gatJ.ons' means the obl1.gatJ.onsand 11.abJ.lJ.tJ.es

of the company to
Barclays covenanted to be d1.scharged or pa1.d under clause
2 of the AssJ.gnment,

'Payments' means all amounts (1.nclud1ng VAT) due or oWJ.ng to or whJ.ch

may be due or oWJ.ng to or purchased or otherw1.se acquJ.red
by the Company from the FAPL for the 2007/2008 assocJ.at1.on
football season 1.n relatJ.on only to the "BasJ.c Award Fund"
pursuant to Rule C 35 1 of the FAPL Rules and the "Mer1t
Payments Fund" pursuant to Rule C 35.2 of the FAPL Rules
arJ.s1.ngfrom or relatJ.ng to the provJ.sJ.onby the FAPL to
enable J.t to fulfJ.l 1.ts agreements for the broadcast1ng
and telev1s1.ng and the recordJ.ng and/or f1.1m1.ngof any
aSSOC1.at1.onfootball match J.nvolv1ng such clubs;

'Rece1ver' means any person appoJ.nted as rece1ver, adm1.nJ.stratJ.ve

receJ.ver, admJ.n1strator, manager or receJ.ver and manager;

P~4
l.aserfonn mtematJonal 1/05
4572618
 FILE COpy

CERTIFICATE OF THE REGISTRATION

OF A MORTGAGE OR CHARGE
Pursuant to section 401(2) of the Companies Act 1985

COMPANY No 00036624
THE REGISTRAR OF COMPANIES FOR ENGLAND AND WALES HEREBY CERTIFIES THAT
AN ASSIGNMENTS OF PAYMENTS DATED THE 22nd AUGUST 2007 AND CREATED BY
EVERTON FOOTBALL CLUB COMPANY,LIMITED(THE) FOR SECURING ALL MONIES DUE
OR TO BECOME DUE FROM THE COMPANYTO BARCLAYS BANK PLC ON ANY ACCOUNT
WHATSOEVERWAS REGISTERED PURSUANT TO CHAPTER 1 PART XII OF THE
COMPANIES ACT 1985 ON THE 24th AUGUST 2007

GIVEN AT COMPANIESHOUSE, CARDIFF THE 31st AUGUST2007

{Ia.:
'If
Compames House
- for the record -
HC0268