Virgin Media 2006 Annual Report Download - page 236

1.5 Clause headings are for ease of reference only.
1.6 Unless expressly provided to the contrary in this Deed, a person who is not a party to this Deed may not enforce
any of its terms under the Contracts (Rights of Third Parties) Act 1999.
2. EFFECTIVE TIME
This Deed shall not become effective until the Effective Time.
3. CONSENT AND PRIORITY
3.1 Consent by Barclays
Barclays hereby consents to the entry by the Companies into the Security Documents to which they are party.
3.2 Ranking of Barclays Security
All existing Encumbrances conferred by the Barclays Security will:
(a) rank in all respects prior to existing and future Encumbrances conferred by the Security, regardless of order of
registration, notice, execution or otherwise; and
(b) secure all Barclays Liabilities in priority to the Secured Obligations, regardless of the date on which the Barclays
Liabilities arises, regardless of whether Barclays is obliged to advance moneys included in the Barclays Liabilities, and
regardless of any fluctuations in the amount of the Barclays Liabilities outstanding or an intermediate discharge of the
Barclays Liabilities in whole or in part.
3.3 Existing Security
Barclays confirms for the benefit of the Security Trustee that it does not have the benefit of nor will it permit to subsist or
receive any Encumbrances for or in respect of the Barclays Liabilities other than the Barclays Security and acknowledges that
in respect of any claim which it may now or in the future have (other than in its capacity as a Beneficiary) against any of the
assets of any Company (other than assets which are the subject of the Barclays Security) it ranks and will at all times rank
behind the Encumbrances created in favour of the Security Trustee pursuant to the Security Documents.
3.4 Registration and Notice
Barclays and the Security Trustee will co−operate with each other with a view to reflecting the priority of the Security and
the Barclays Security in any register or with any filing or registration authority and in giving notice to insurers and other
relevant persons.
5
Source: VIRGIN MEDIA INVESTM, 10−K, March 01, 2007