THIS IS A PRINT OF THE VIEW OF THE REGISTER OBTAINED FROM HM LAND REGISTRY SHOWING THE ENTRIES SUBSISTING IN THE REGISTER ON 9 MAY 2018 AT 12:13:57. BUT PLEASE NOTE THAT THIS REGISTER VIEW IS NOT ADMISSIBLE IN A COURT IN THE SAME WAY AS AN OFFICIAL COPY WITHIN THE MEANING OF S.67 LAND REGISTRATION ACT 2002. UNLIKE AN OFFICIAL COPY, IT MAY NOT ENTITLE A PERSON TO BE INDEMNIFIED BY THE REGISTRAR IF HE OR SHE SUFFERS LOSS BY REASON OF A MISTAKE CONTAINED WITHIN IT. THE ENTRIES SHOWN DO NOT TAKE ACCOUNT OF ANY APPLICATIONS PENDING IN HM LAND REGISTRY. FOR SEARCH PURPOSES THE ABOVE DATE SHOULD BE USED AS THE SEARCH FROM DATE. THIS TITLE IS DEALT WITH BY HM LAND REGISTRY, PETERBOROUGH OFFICE. TITLE NUMBER: EX813613 There is no application or official search pending against this title. A: Property Register This register describes the land and estate comprised in the title. ESSEX : BASILDON 1 The Freehold land shown edged with red on the plan of the above title filed at the Registry and being Unit 13, Carnival Park, Carnival Close, Basildon (SS14 3WN). 2 (12.09.1997) The Transfer dated 14 August 1997 referred to in the Charges Register contains a provision as to light or air. 3 (28.04.2008) The land has the benefit of the rights granted by but is subject to the rights reserved by the Transfer dated 9 April 2008 referred to in the Charges Register. 4 (28.04.2008) The Transfer dated 9 April 2008 referred to above contains a provision as to bounary structures and a provision excluding the operation of section 62 of the Law of Property Act 1925 as therein mentioned. B: Proprietorship Register This register specifies the class of title and identifies the owner. It contains any entries that affect the right of disposal. Title absolute 1 (28.04.2008) PROPRIETOR: HOME CINEMA STORE LIMITED (Co. Regn. No. 4205552) care of GVA Grimley Limited, 10 Stratton Street, London W1J 8JR and care of Eversheds LLP, (Ref: MORARJDM/155870.000172) 1 Wood Street, London EC2V 7WS. 2 (28.04.2008) The price stated to have been paid on 9 April 2008 was 662,000 plus VAT. 3 (28.04.2008) RESTRICTION: No disposition (being a disposition or charging of the freehold estate or the grant assignment or charging of a lease for a term exceeding 30 years) of the registered estate by the proprietor of the registered estate or by the proprietor of any registered charge is to be registered without a certificate signed by the disponee or their conveyancer or by the proprietor for the time being of the estate registered under title number EX581132 or by its secretary, conveyancer or authorised signatory that the provisions of clause 13.5.3 and 13.5.4 of a transfer dated 9 April 2008 made between (1) Industrial Property Investment Fund and (2) Home Cinema Store Limited have been complied with. 4 (28.04.2008) RESTRICTION: No disposition of the registered estate by the proprietor of the registered estate is to be registered without a written consent signed by the proprietor for the time being of the Charge dated 9 April 2008 in favour of HSBC Bank PLC referred to in the Charges Register. 1 of 5
B: Proprietorship Register continued 5 (19.10.2012) The proprietor's address for service has been changed. C: Charges Register This register contains any charges and other matters that affect the land. 1 A Transfer of the land in this title and other land dated 21 May 1996 made between (1) Commission for the New Towns (Commission) and (2) Vexland Limited (Purchaser) contains covenants details of which are set out in the schedule of restrictive covenants hereto. NOTE 1: The said Transfer contains the following expressions and definitions: "Access Road": an access road to be constructed by the Purchaser upon the Property pursuant to its covenant in this transfer contained so as to provide (in conjunction with the Access Road Extension) vehicular and pedestrian access to and egress from Cranes Farm Road from and to (inter alia) the Yellow Land "Access Road Extension": an extension to the Access Road to be constructed by the Purchaser upon the Property pursuant to its covenant in this Transfer contained so as to provide (in conjunction with the Access Road) vehicular and pedestrian access to and egress from (inter alia) the Yellow Land from and to Cranes Farm Road. "Commission's Neighbouring Land": land owned by the Commission or in which it has an interest at the date of this transfer within the Designated Area (as shown on Plan 3 edged black and variously coloured) but excluding the land situate to the North of Courtauld Road Basildon occupied by Windmill Stadia Limited shown edged red on Plan 4 and described as Site 49 on Plan 3 "Conduits": all sewers drains pipes mains wires cables lines ducts fibre optic cables and other apparatus or media for the passage running and conduction of Services "Initial Period": a period of five years commencing on the date of this Transfer "Service Corridor": a service corridor or corridors running across and through the Property along a route or routes reasonably acceptable to the Commission or (in the event of the Commission having disposed of its interest in the Yellow Land) along a reasonable route or routes designated by the purchaser for the purposes of providing Conduits for the construction or transmission of Services to and from the Yellow Land in or under the Property from and to the points of connection with any Conduits maintainable at public expense "Services": foul and surface water drainage fresh water supply gas electricity telephone radio and television signals (excluding those transmitted by satellite) and other electrical impulses and any other services whatsoever "Specified Period": the period of eighty years commencing on the date of this Transfer which is the perpetuity period for the purposes of this Transfer "Temporary Construction Route": a temporary access route (designated from time to time by the Purchaser and approved by the commission (such approval not to be unreasonably withheld or delayed) for the purposes of giving vehicular and pedestrian access from and to Cranes Farm Road to and from the Yellow Land pending construction of the Access Road and the Access Road Extension but for the avoidance of doubt the Purchaser shall not be obliged to construct a road or other hard-standing structure "Use Classes Order": the Town and Country Planning (Use Classes) Order 1987 2 of 5
C: Charges Register continued "VAT": Value Added Tax or other tax of a similar nature "Yellow Land": the land shown coloured yellow on Plan 2 NOTE 2: The yellow land on Plan 2 referred to lies to the northeast of the land in this title NOTE 3: The land in this title forms part of the land transferred NOTE 4: Copy plan 3 filed under EX581132. 2 (12.09.1997) A Transfer of the land in this title and other land dated 14 August 1997 made between (1) Vexland Limited (2) McLagan Investments Limited and (3) Commission for the New Towns contains restrictive covenants. NOTE: Copy filed under EX581132. 3 (26.02.1998) A Deed of Covenant dated 23 January 1998 made between (1) McLagan Investments Limited (McLagan) and (2) David Lloyd Leisure PLC (David Lloyd) contains covenants details of which are set out in the schedule of restrictive covenants hereto. 4 (28.04.2008) A Transfer dated 9 April 2008 made between (1) Industrial Property Investment Fund and (2) Home Cinema Store Limited contains a reservation of a rentcharge as therein mentioned. The said Deed also contains covenants. NOTE: Copy filed. 5 (28.04.2008) REGISTERED CHARGE dated 9 April 2008. 6 (28.04.2008) Proprietor: HSBC BANK PLC (Co. Regn. No. 14259) 40-54-47 of Securities Processing Centre, P.O. Box 6304, Coventry CV3 9JY. Schedule of restrictive covenants 1 The following are details of the covenants contained in the Transfer dated 21 May 1996 referred to in the Charges Register:- THE Purchaser hereby covenants with the Commission: 5.1. For itself its successors in title and assigns to the intent that this covenant shall run with and bind the Property and each and every part thereof into whosesoever hands the same may come for the benefit and protection of each and every part of the Yellow Land so far as it is capable of benefiting therefrom or is touched and concerned thereby to observe and perform the covenants conditions and stipulations set out in Part 1 of the Third Schedule Provided Always that neither the Purchaser nor anyone deriving title under the Purchaser shall remain personally liable for any breach of such of the said covenants conditions or stipulations as are restrictive in character occuring on or in respect of the Property or any part thereof after they shall have parted with all interest therein THE THIRD SCHEDULE PART 1 (Covenants by the Purchaser) 1. To construct upon part of the Property and complete or procure the construction and completion at the Purchaser's own cost (by a date no later than 31st March 1998 (or such later date as is reasonably required by the Purchaser such date not to be later than 30th September 1998) of the Access Road and the Access Road Extension so as to provide (on the basis that the Yellow Land will be used (inter alia) for any purpose falling within Classes B1, B2 or B8 of the Use Classes Order) vehicular and pedestrian access to and egress from the Yellow Land from 3 of 5
Schedule of restrictive covenants continued and to Cranes Farm Road along a route designated by the Purchaser and reasonably acceptable to the Commission and in accordance with a specification previously approved in writing by the Commission (such approval not to be unreasonably withheld or delayed) and in accordance with standards required for adoption by the highway or other appropriate authority and (subject to the payment of the Service Charge) to maintain in a proper state of repair and condition or to procure such maintenance of the Access Road and the Access Road Extension until such time as they are adopted by the highway or other appropriate authority and the Purchaser shall use reasonable endeavours to procure that such adoption shall take place as soon as reasonably practicable following completion of the Access Road and the Access Road Extension Provided that if prior to commencement of construction of the Access Road Extension the Commission shall notify the Purchaser in writing that it does not require the Access Road Extension to be constructed so as to provide vehicular and pedestrian access to and from the Yellow Land from and to the Access Road and thence to Cranes Farm Road then the Purchaser and the Commission shall endeavour to agree a sum in lieu of such obligation Provided that if no agreement is reached within 14 days of such notification such sum shall be determined by an arbitrator in accordance with the provisions of paragraph 7 of the Seventh Schedule and the Purchaser shall pay to the Commission the amount of such sum as so agreed or determined on 31st March 1998 (or such later date as aforesaid not being later than 30th September 1998) 2. No later than the date of commencement of construction of the Access Road to provide a guarantee or bond from a guarantor or bondsman previously approved in writing by the Commission (such approval not to be unreasonably withheld or delayed) and in a form and for a sum reasonably acceptable to the Commission as security for the performance by the Purchaser of its obligations contained in paragraph 1 of this part of this Schedule unless and until there shall be in existence a bond or guarantee acceptable to the Commission securing such performance with a third party 3.1. At the Purchaser's own expense to construct a six foot closeboarded boundary fence in a position previously approved in writing by the Commission (with a gate of a type and in a position approved by the Commission) such approval not to be unreasonably withheld or delayed) along the boundary separating the Property from the Yellow Land and thereafter to maintain the same in good repair and condition at all times 3.2. At all times hereafter to maintain in good repair and condition all fences walls and hedges for the time being situate on the boundaries of the Property shown marked with inward-facing "T" marks on Plan 1 4. Not at any time to obstruct or suffer or permit to be obstructed in any way (save by parking of vehicles) the Temporary Construction Route or the Access Road Extension save that temporary obstruction for the purposes of construction or maintenance shall not to be deemed to be a breach of this covenant PROVIDED THAT the Purchaser shall where practicable give to the Commission reasonable prior written notice whenever such obstruction is to occur 5. Not at any time to construct or allow to be constructed any building or other structures or erections over nor to plant trees or shrubs within the Service Corridor but to maintain the same free of any obstruction so as to provide access at all times for inspection maintenance and repair of the Conduits laid therein NOTE: The T marks referred to do not affect the land in this title. 2 The following are details of the covenants contained in the Deed of Covenant dated 23 January 1998 referred to in the Charges Register:- "1. McLagan hereby covenants with David Lloyd for the benefit and protection of the land edged red on the plan attached ("the Red Land") so as to bind that part of the land within title number EX554919 acquired by McLagan by a Transfer dated 14 August 1997 ("the Green Land") as follows: 4 of 5
Schedule of restrictive covenants continued (a) until such time as the Green Land shall be developed (within the meaning of the Planning Acts) to keep the Green Land in a reasonably clear and tidy and sightly condition (b) not to use nor permit nor suffer the Green Land or any part of parts thereof to be used for the purpose of a tennis and leisure centre PROVIDED ALWAYS that this covenant shall cease to apply on the date which is the earlier of the date of termination of the Lease dated 23 January 1998 made between Festival Leisure Park Limited (1) and David Lloyd Leisure plc (2) ("the Lease") or the date on which the Red Land ceases to be used as a tennis and leisure centre (c) during any development of the Green Land to use all reasonable endeavours to procure that: (i) all vehicles leaving the Green Land are so cleaned and treated that no mud or debris is dropped on any of the surrounding roads or facilities (ii) the Green Land is properly and adequately hoarded prior to commencement of any development of the same (iii) any development of the Green Land is carried out with the minimum of noise disturbance nuisance or inconvenience to the Red Land PROVIDED ALWAYS that McLagan shall have no further liability under this Deed in relation to any part or part of the Green Land following the assignment or transfer of such part or the whole of the Green Land in circumstances where McLagan has procured that the assignee or transferee has executed and delivered to David Lloyd free of expense and duly stamped a Deed of Covenant under which such assignee or transferee covenant directly with David Lloyd to observe and perform the covenants contained in Clauses 1 and (to the extent relevant)) 2 of this Deed of Covenant subject to the proviso herein contained (mutatis mutandis) 2. McLagan hereby agrees that David Lloyd may (subject to David Lloyd obtaining all planning and other statutory consents) enter upon that part of the Green Land as is immediately adjacent to the point marked X so far as necessary in order to erect and construct and thereafter display one reasonable direction sign in the approximate location marked X on the plan subject to the size and nature of such sign being first approved by McLagan (such approval not unreasonably to be withheld or delayed) PROVIDED ALWAYS that the licence herein contained shall apply for a period commencing on the date of this Deed of Covenant and expiring on the date of termination of the Lease and on the expiry of this licence David Lloyd shall remove such sign and make good in all respect the Green land following such removal." NOTE 1: The Red Land referred to above lies to the north west side of the land in this title NOTE 2: The land in this title comprises part of the Green Land referred to. NOTE 3: Point X referred to above lies to the north west of the land in this title. End of register 5 of 5