Db Cargo (UK) Limited

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ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES UNDERTAKINGS AND OTHERS (WHET HER ACTUAL OR CONTINGENT AND WHETHER OWE D JOINTLY OR SEVERALLY OR AS PRINCIPAL A GENT OR GUARANTOR OR IN ANY OTHER CAPACI TY WHATSOEVER) OF EACH OBLIGOR TO THE CH ARGEE UNDER EACH OF THE FINANCE DOCUMENT S

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES UNDERTAKINGS AND OTHERS (WHET HER ACTUAL OR CONTINGENT AND WHETHER OWE D JOINTLY OR SEVERALLY OR AS PRINCIPAL A GENT OR GUARANTOR OR IN ANY OTHER CAPACI TY WHATSOEVER) OF EACH OBLIGOR TO THE CH ARGEE UNDER EACH OF THE FINANCE DOCUMENT S

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES UNDERTAKINGS AND OTHERS (WHET HER ACTUAL OR CONTINGENT AND WHETHER OWE D JOINTLY OR SEVERALLY OR AS PRINCIPAL A GENT OR GUARANTOR OR IN ANY OTHER CAPACI TY WHATSOEVER) OF EACH OBLIGOR TO THE CH ARGEE UNDER EACH OF THE FINANCE DOCUMENT S

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES UNDERTAKINGS AND OTHERS (WHET HER ACTUAL OR CONTINGENT AND WHETHER OWE D JOINTLY OR SEVERALLY OR AS PRINCIPAL A GENT OR GUARANTOR OR IN ANY OTHER CAPACI TY WHATSOEVER) OF EACH OBLIGOR TO THE CH ARGEE UNDER EACH OF THE FINANCE DOCUMENT S

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES UNDERTAKINGS AND OTHERS (WHET HER ACTUAL OR CONTINGENT AND WHETHER OWE D JOINTLY OR SEVERALLY OR AS PRINCIPAL A GENT OR GUARANTOR OR IN ANY OTHER CAPACI TY WHATSOEVER) OF EACH OBLIGOR TO THE CH ARGEE UNDER EACH OF THE FINANCE DOCUMENT S

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES UNDERTAKINGS AND OTHERS (WHET HER ACTUAL OR CONTINGENT AND WHETHER OWE D JOINTLY OR SEVERALLY OR AS PRINCIPAL A GENT OR GUARANTOR OR IN ANY OTHER CAPACI TY WHATSOEVER) OF EACH OBLIGOR TO THE CH ARGEE UNDER EACH OF THE FINANCE DOCUMENT S

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES OF EACH OBLIGOR TO THE CHARGE E UNDER THE FINANCE DOCUMENTS. (ALL TERM S AS DEFINED)

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES DUE OR TO BECOME DUE FROM THE COMPANY TO THE SECURITY HOLDER UNDER TH IS DEED.

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES OF EACH OBLIGOR TO ANY OF THE FINANCE PARTIES UNDER EACH OF THE SENIO R FIANNCE DOCUMENTS TO WHICH SUCH OBLIGO R IS A PARTY AND ALL PRESENT AND FUTURE OBLIGATIONS AND LIABILITIES OF EACH OBLI GOR TO ANY OF THE FINANCE PARTIES UNDER EACH OF THE MEZZANINE FINANCE DOCUMENTS TO WHICH SUCH OBLIGOR IS A PARTY (ALL TE RMS AS DEFINED)

ALL THE PRESENT AND FUTURE OBLIGATIONS A ND LIABILITIES OF EACH OBLIGOR (AS DEFIN ED) TO THE LENDERS (AS DEFINED) (OR ANY OF THEM) UNDER EACH OR ANY OF THE SENIOR FINANCE DOCUMENTS (AS DEFINED) AND THE MEZZANINE FINANCE DOCUMENTS (AS DEFINED)

THE OBLIGATION OF THE COMPANY TO SELL AN D COMPLETE THE SALE OF CERTAIN ASSETS TO THE CHARGEE IN COMPLIANCE WITH AN OPTIO N DEED (THE "OPTION DEED") DATED 12TH JA NUARY 1999 BETWEEN THE COMPANY AND THE C HARGEE

THE OBLIGATIONS OF THE COMPANY TO THE AS SIGNEE UNDER OR IN CONNECTION WITH THE M ASTER LEASE AGREEMENTS

ALL PRESENT AND FUTURE LIABILITIES OF NE W LOCOMOTIVE FINANCE LIMITED TO THE CHAR GEE ARISING UNDER THE FINANCE DOCUMENTS (AS DEFINED IN THE NLFL FACILITIES AGREE MENT) AND ALL PRESENT AND FUTURE SUMS,LI ABILITIES OR OBLIGATIONS DUE OR TO BECOM E DUE FROM THE COMPANY TO THE CHARGEE UN DER OR IN CONNECTION WITH THE MASTER LEA SE CLASS 66 AGREEMENT,THE MASTER LEASE C LASS 67 AGREEMENT AND ANY LEASE CONTRACT S ENTERED INTO PURSUANT TO ANY MASTER LE ASE AGREEMENTS AS ASSIGNED BY THE COMPAN Y TO THE CHARGEE PURSUANT TO THE ASSIGNM ENT OF GUARANTEES,LEASES AND INSURANCES (ALL AS DEFINED IN THE PARTNERSHIP FACIL ITIES AGREEMENT)

ALL PRESENT AND FUTURE LIABILITIES OF NE W LOCOMOTIVE FINANCE LIMITED (THE "BORRO WER") TO THE CHARGEE ARISING UNDER THE F INANCE DOCUMENTS (THE "SECURED OBLIGATIO NS")

ALL PRESENT AND FUTURE LIABILITIES OF TH E COMPANY TO THE CHARGEE ARISING UNDER T HE MASTER LEASE AGREEMENT (AS DEFINED) A ND THE ELIGIBLE LEASE (AS DEFINED) GRANT ED PURSUANT THERETO AND ALL COSTS CHARGE S AND EXPENSES OF AND INCIDENTAL TO THE APPOINTMENT OF THE RECEIVER (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 (AS DEFINED) TO THE CHARGEE ACTING AS SECURITY AGENT AND TRUSTEE FOR EACH FINANCE PARTY (AS DEFINED) UNDER E ACH OF THE SENIOR FINANCE DOCUMENTS TO W HICH SUCH OBLIGOR IS A PARTY AND ALL ALL PRESENT AND FUTURE OBLIGATIONS AND LIAB ILITIES OF EACH OBLIGOR TO THE CHARGEE A CTING AS SECURITY AGENT AND TRUSTEE FOR EACH FINANCE PARTY UNDER EACH OF THE MEZ ZANINE FINANCE DOCUMENTS TO WHICH SUCH O BLIGOR IS A PARTY

ALL PRESENT AND FUTURE OBLIGATIONS AND L IABILITIES OF EACH OBLIGOR (AS DEFINED) TO THE CHARGEE UNDER EACH OF THE SENIOR FINANCE DOCUMENTS (AS DEFINED) AND ALL O BLIGATIONS AND LIABILITIES OF EACH OBLIG OR TO THE CHARGEE UNDER EACH OF THE MEZZ ANINE FINANCE DOCUMENTS (AS DEFINED). A LL PRESENT AND FUTURE OBLIGATIONS AND LI ABILITIES OF EACH OBLIGOR TO THE CHARGEE UNDER EACH OR ANY OF THE SENIOR FINANCE DOCUMENTS IN RESPECT OF OR PURSUANT TO THE ADDITIONAL FACILITY B (AS DEFINED) A ND ALL PRESENT AND FUTURE OBLIGATIONS AN D LIABILITIES OF EACH OBLIGOR TO THE CHA RGEE UNDER EACH OR ANY OF THE MEZZANINE FINANCE DOCUMENTS IN RESPECT OF OR PURSU ANT TO THE TRANCHE 2 LOAN (AS DEFINED)

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