Bristow Helicopters Limited

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THE ACTUAL, CONTINGENT, PRESENT AND/OR F UTURE OBLIGATIONS AND LIABILITIES OF THE COMPANY TO THE CHARGEE UNDER OR PURSUAN T TO ANY OF THE FINANCING DOCUMENTS (INC LUDING, FOR THE AVOIDANCE OF DOUBT, THE DEBENTURE) (THE "SECURED OBLIGATIONS")

THE ACTUAL, CONTINGENT, PRESENT AND/OR F UTURE OBLIGATIONS AND LIABILITIES OF THE COMPANY TO THE CHARGEE UNDER OR PURSUAN T TO ANY OF THE FINANCING DOCUMENTS (INC LUDING, FOR THE AVOIDANCE OF DOUBT, THE DEBENTURE) (THE "SECURED OBLIGATIONS")

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THE ACTUAL AND/OR CONTINGENT OBLIGATIONS AND LIABILITIES OF THE COMPANY AS AT TH E DATE OF THE MORTGAGE AS SUPPLEMENTED B Y THE SUPPLEMENTAL MORTGAGE AND/OR THERE AFTER UNDER THE GROUP GUARANTEE,THE CRED IT AGREEMENT AND THE SECURITY DOCUMENTS TO WHICH THE COMPANY IS A PARTY (THE "SE CURED OBLIGATIONS")

THE ACTUAL AND/OR CONTINGENT OBLIGATIONS AND LIABILITIES OF THE COMPANY AS AT TH E DATE OF THE MORTGAGE AND/OR THEREAFTER UNDER THE GROUP GUARANTEE,THE CREDIT AG REEMENT AND THE SECURITY DOCUMENTS TO WH ICH THE COMPANY IS A PARTY (THE "SECURED OBLIGATIONS")

THE ACTUAL AND/OR CONTINGENT OBLIGATIONS AND LIABILITIES OF THE CHARGOR AS AT TH E DATE OF THE DEBENTURE AND/OR THEREAFTE R UNDER THE GROUP GUARANTEE,THE CREDIT A GREEMENT,THE WORKING CAPITAL FACILITY LE TTER AND THE SECURITY DOCUMENTS TO WHICH THE CHARGOR IS A PARTY (THE "SECURED OB LIGATIONS")

ALL SECURED OBLIGATIONS AS DEFINED IN A DEBENTURE BETWEEN BRISTOW HELICOPTERS LI MITED AND THE CHARGEE DATED 7TH NOVEMBER 1991

ALL SECURED OBLIGATIONS AS DEFINED IN A DEBENTURE BETWEEN BRISTOW HELICOPTERS LI MITED AND THE CHARGEE DATED 7TH NOVEMBER 1991

THE ACTUAL, CONTINGENT, PRESENT AND/OR F UTURE OBLIGATIONS AND LIABILITIES OF THE COMPANY UNDER THE GROUP GUARANTEE,THE G ROUP DEBENTURE,THE CREDIT AGREEMENT,THE WORKING CAPITAL FACILITY LETTER,THE INTE REST RATE PROTECTION AGREEMENTS,THE CALE DONIA COUNTER-INDEMNITY AND THE SECURITY DOCUMENTS (AS SUCH TERMS ARE DEFINED BE LOW) TO WHICH IT IS A PARTY (THE "SECURE D OBLIGATIONS")

THE ACTUAL AND/OR CONTINGENT OBLIGATIONS AND LIABILITIES (AS AT THE DATE OF THE CHARGE AND/OR THEREAFTER) OF THE CHARGOR UNDER THE GROUP GUARANTEE,THE CREDIT AG REEMENT,THE WORKING CAPITAL FACILITY LET TER AND THE SECURITY DOCUMENTS TO WHICH THE CHARGOR IS A PARTY (THE "SECURED OBL IGATIONS")

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FOR SECURING $16,380,000 SECURED BY A CHARGE DATED 17/5/74 AND DEEDS SUPPLEME NTAL THERETO.

FOR FURTHER SECURING 16,380,000 US DOLLA RS SECURED BY A CHARGE DATED 17/5/74

$16,380,000 SECURED BY A CHARGE DATED 17.5.74

$16,380,000 SECURED BY A CHARGE DATED 17.5.74.

$16,380,000 SECURED BY A CHARGE DATED 17.5.74.