Titan Europe 2007-1 (NHP) Limited - Irish Stock Exchange

Services Provider, the Advance Provider, the Backup Advance Provider, the Principal Paying Agent
and any other paying agent appointed under the Agency Agreement, the Irish Paying Agent, the
Registrar, the Agent Bank, the Operating Bank, the Servicer, the Special Servicer and the Swap
Provider (all of such persons being collectively, the “Secured Parties”):
(i) an assignment by way of first-ranking security of the Issuer’s rights under the Libra Loan and all
monies, income and proceeds payable thereunder or accrued thereon and the benefit of all
covenants relating thereto and all rights and remedies for enforcing the same (subject to any
Subordinated Lenders’ rights therein), the Loan Documents, the Credit Agreement, the Loan Sale
Agreement, the Servicing Agreement, the Cash Management Agreement, the Agency Agreement,
the Corporate Services Agreement, the Basis Swap Agreement, the Basis Swap Transaction, the
master definitions schedule appended to the Servicing Agreement (the “Master Definitions
Schedule”) and all other agreements to which the Issuer is a party;
(ii) an assignment by way of first-ranking security of the Issuer’s beneficial interest in the Related
Security;
(iii) a first-ranking charge over the Issuer’s interests in the Issuer Accounts (other than the Class X
Account and the Class V Account) and certain other accounts of the Issuer, and in the funds from
time to time standing to the credit of such accounts (other than Class V Amounts) and in the debts
represented thereby;
(iv) a first-ranking charge in and to such Permitted Investments made by or on behalf of the Issuer
using monies standing to the credit of the Issuer Accounts (other than the Class V Account and the
Class X Account) and all monies, income and proceeds payable thereunder or accrued thereon
(other than to the extent such amounts represent Class V Amounts) and the benefit of all covenants
relating thereto and all rights and remedies for enforcing the same; and
(v) a first-ranking floating charge governed by English law over the whole of the undertaking and
assets of the Issuer, present and future (other than any such undertakings and assets as are situated
in Jersey), other than such assets that are subject to the assignments by way of security or the fixed
charges set out in paragraphs (i) to (iv) above or in this Condition 3(b) below, but extending over
all of the undertaking and assets of the Issuer situated in Scotland or otherwise governed by Scots
law or situated in Northern Ireland or otherwise governed by Northern Irish law respectively.
The Cash Management Agreement contains provisions regulating the priority of application of
Available Funds among the persons entitled thereto both before and after the service of a Note
Enforcement Notice (as defined in Condition 10(a) (Eligible Noteholders)). The Deed of Charge and
Assignment contains provisions regulating the priority of application among the persons entitled
thereto of the Available Funds and the proceeds of enforcement or realisation of the Issuer Security by
the Note Trustee after service of a Note Enforcement Notice.
In addition, under the Deed of Charge and Assignment, the Issuer creates a first ranking charge over (a)
the Issuer’s interests in the Class X Account (other than interest accrued on amounts standing to the
credit of such account) and Permitted Investments made using amounts standing to the credit thereof in
favour of the Class X Noteholders and (b) the Issuer’s interests in the Class V Account along with
Class V Amounts standing to the credit of any Issuer Account in favour of the Class V Noteholders.
The Class X Account consists of the initial deposit of £50,000 in the Class X Account. The Class V
Account consists of the initial deposit of £50,000 in the Class V Account and the Class V Amounts
arising from time to time.
The Issuer Security may be enforced following the occurrence of a Note Event of Default. The Note
Trustee will not, except if the Issuer Security has become enforceable by reason of a default in payment
of any amount due under the Notes, be entitled to dispose of the undertaking, property or assets secured
under the Issuer Security or any part thereof or otherwise realise the Issuer Security unless: (i) a
sufficient amount would be realised to allow discharge in full of all amounts owing to the Noteholders
and any amounts required under the Deed of Charge and Assignment to be paid pari passu with, or in
priority to, the Notes (other than the Class V Notes); or (ii) the Note Trustee is of the opinion, which
shall be binding on the Noteholders and each other Secured Party, reached after considering at any time
and from time to time the advice of such professional advisors as may be selected by the Note Trustee,
upon which the Note Trustee shall be entitled to rely, that the cash flow prospectively receivable by the
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