Ipc UK Holdings Limited

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All monies

IN FAVOUR OF THE CHARGEE ANY AND ALL OF THE PRESENT OR FUTURE, ACTUAL OR CONTING ENT LIABILITIES OF IPC UK HOLDINGS LIMIT ED TO IPC FUNDING CORP, AND ANY SUCCESSO R, TRANSFREE OR ASSIGNEE AS LENDER UNDER ANY OF THE SPECIFIED INTERCOMPANY NOTES EXECUTED BY ANY OF THE SPECIFIED SUBSID IARIES AS SUCH TERMS ARE DEFINED IN THE CREDIT AGREEMENT (AS DEFINED) (THE "SECU RED PARTY") ARISING UNDER THE LOAN DOCUM ENTS AS DEFINED IN THE AMENDED AND RESTA TED CREDIT AGREEMENT DATED 21ST JUNE 199 9 MADE BETWEEN IPC INFORMATION SYSTEMS, INC., IPC FUNDING CORP., IPC COMMUNICATI ONS, INC. AND THE LENDER PARTIES THERETO (THE "CREDIT AGREEMENT") TO WHICH IT IS A PARTY, WHETHER FOR PRINCIPAL, INTERES T, FEES, EXPENSES OR OTHERWISE (THE "SEC URED OBLIGATIONS")

IN FAVOUR OF GENERAL ELECTRIC CAPITAL CO RPORATION, IN ITS CAPACITY AS ADMINISTRA TIVE AGENT FOR THE SECRUED PARTIES (THE "ADMINISTRATIVE AGENT") ANY AND ALL OF T HE PRESENT OR FUTURE, ACTUAL OR CONTIGEN T LIABILITIES OF HNG CORP., A DELAWARE C ORPORATION (THE "CHARGOR") TO THE SECURE D PARTIES (AS DEFINED IN THE AMENDED AND RESTATED CREDIT AGREEMENT DATED JUNE 21 , 1999 MADE BETWEEN IPC INFORMATION SYST EMS, INC., IPC FUNDING CORP., IPC COMMUN ICATIONS, INC., AND OTHERS WITH THE LEND ER PARTIES THERETO (THE "CREDIT AGREEMEN T")) UNDER OR ARISING OUT OF THE LOAN DO CUMENTS (AS DEFINED IN THE CREDIT AGREEM ENT) TO WHICH IT IS A PARTY, WHETHER IN RESPECT OF PRINCIPAL, INTEREST, FEES, EX PENSES OR OTHERWISE (THE "SECURED OBLIGA TIONS")