EXECUTION VERSION
DATED 27 JANUARY 2003
GRANITE MORTGAGES 03-1 PLC
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ISSUER MASTER DEFINITIONS SCHEDULE
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FACSIMILE 020 7626 7937
REF: LHC/30507-15/576222
THIS ISSUER MASTER DEFINITIONS SCHEDULE is signed for the purposes of
identification on 27 January 2003
BY:
(1) ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇ of ▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇; and
(2) ▇▇▇▇▇ & ▇▇▇▇▇ of One New Change, London EC4M 9QQ.
1. DEFINITIONS
Words and expressions used in any document which incorporates this clause or to
which this clause applies shall, have the same meanings as are set out in this
Issuer Master Definitions Schedule except so far as the context requires
otherwise.
"ACCOUNT BANK" means, in relation to the Current Issuer, the Current Issuer
Account Bank and for any other Issuer, the Account Bank for such Issuer
appointed from time to time in accordance with the relevant Issuer Transaction
Documents;
"ADDITIONAL INTEREST" means interest which will accrue on Deferred Interest at
the rate of interest applicable from time to time on the classes of Current
Issuer Notes, as further described in Condition 4 of the Current Issuer Notes;
"ADDITIONAL MORTGAGE LOAN" means any Mortgage Loan which is assigned by the
Seller to the Mortgages Trustee on the Closing Date under the terms of the
Mortgage Sale Agreement and referenced by its mortgage loan identifier number
and comprising the aggregate of all principal sums, interest, costs, charges,
expenses and other monies (including all Further Advances) due or owing with
respect to that Mortgage Loan under the relevant Mortgage Conditions by a
Borrower on the security of a Mortgage from time to time outstanding or, as the
context may require, the Borrower's obligations in respect of the same;
"ADDITIONAL MORTGAGE PORTFOLIO" means the portfolio of Additional Mortgage
Loans, their Related Security, Accrued Interest and other amounts derived from
such Additional Mortgage Loans that the Seller anticipates assigning to the
Mortgages Trustee on the Closing Date;
"ADDITIONAL TRUST PROPERTY" means the Additional Mortgage Portfolio assigned to
the Mortgage Trustee by the Seller on the Closing Date, including the
Additional Mortgage Loans and their Related Security, the rights under the MIG
Policies and the other Insurance Policies arranged by the Seller;
"AGENT BANK" means, in relation to the Current Issuer, Citibank, N.A., ▇
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇ initially appointed pursuant to the Current
Issuer Paying Agent and Agent Bank Agreement or, if applicable, any successor
Agent Bank at its Specified Office;
"AGENTS" means, in relation to the Current Issuer, the Principal Paying Agent,
the US Paying Agent, the Registrar and the Transfer Agent, initially appointed
pursuant to the Current Issuer Paying Agent and Agent Bank Agreement, or, if
applicable, any successor agents;
"APPOINTEE" has the meaning specified in the Current Issuer Trust Deed;
"AUDITORS" or "AUDITORS" means PricewaterhouseCoopers of ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇,
▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇ or such other internationally recognised
independent firm of auditors selected from time to time by (in the case of the
Mortgages Trustee) the Mortgages Trustee or (in the case of
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Funding) Funding or (in the case of the Current Issuer) the Current Issuer and
appointed by the Mortgages Trustee, Funding or, as the case may be, the Current
Issuer;
"AUTHORISED DENOMINATIONS" means, in relation to the Current Issuer Notes,
denominations of, in the case of any class of the Dollar Notes $1,000 and
$10,000, in the case of any class of the Sterling Notes, {pound-sterling}1,000
and {pound-sterling}10,000, in the case of any class of the Euro Notes, *1,000
and *10,000 and in such other denominations as the Note Trustee shall determine
and notify to the relevant Noteholders;
"AUTHORISED DOLLAR HOLDING" means $1,000 (which shall be the minimum allowable
holding with respect to each Dollar Note) and integral multiples of $1,000 in
excess thereof;
"AUTHORISED EURO HOLDING" means *1,000 (which shall be the minimum allowable
holding with respect to each Euro Note) and integral multiples of *1,000 in
excess thereof;
"AUTHORISED SIGNATORY" means in relation to:
(a) the Current Issuer, any authorised signatory referred to in the Issuer
Account Mandates relating to that Issuer;
(b) the Mortgages Trustee, any authorised signatory referred to in the
Mortgages Trustee Account Mandates; and
(c) Funding, any authorised signatory referred to in the Funding Account
Mandates;
"AUTHORISED STERLING HOLDING" means {pound-sterling}1,000 (which shall be the
minimum allowable holding with respect to each Sterling Note) and integral
multiples of {pound-sterling}1,000 in excess thereof;
"AVERAGE FIXED RATE MORTGAGE LOAN BALANCE" has the meaning given to it in the
Current Issuer Basis Rate Swap Agreement;
"AVERAGE FLEXIBLE MORTGAGE LOAN BALANCE" has the meaning given to it in the
Current Issuer Basis Rate Swap Agreement;
"AVERAGE MORTGAGE LOAN BALANCE" has the meaning given to it in the Current
Issuer Basis Rate Swap Agreement;
"AVERAGE VARIABLE RATE MORTGAGE LOAN BALANCE" has the meaning given to it in
the Current Issuer Basis Rate Swap Agreement;
"BASIC TERMS MODIFICATION" in relation to the Current Issuer Notes has the
meaning set out in Schedule 4 to the Current Issuer Trust Deed;
"BASIS RATE SWAP" means, in relation to the Current Issuer, the Current Issuer
Basis Rate Swap and for any other Issuer, the swap transaction documented under
the Basis Rate Swap Agreement for such Issuer;
"BASIS RATE SWAP AGREEMENT" means, in relation to the Current Issuer, the
Current Issuer Basis Rate Swap Agreement and for any other Issuer, the ISDA
Master Agreement, Schedule, Confirmation and any Credit Support Annex thereto
entered into among such Issuer, the related Basis Rate Swap Provider and the
Note Trustee, as may be amended, restated, varied or supplemented from time to
time and shall include any additional and/or replacement basis rate swap
agreement entered into by such Issuer from time to time in connection with the
Notes issued by such Issuer;
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"BASIS RATE SWAP PROVIDER" means in relation to the Current Issuer, the Current
Issuer Basis Rate Swap Provider and for any other Issuer the basis rate swap
provider for such Issuer appointed from time to time in accordance with the
relevant Issuer Transaction Documents;
"BASIS RATE SWAP PROVIDER DEFAULT" means, in relation to the Current Issuer,
the occurrence of an Event of Default (as defined in the Current Issuer Basis
Rate Swap Agreement) or a Downgrade Termination Event under the Current Issuer
Basis Rate Swap Agreement where the Current Issuer Basis Rate Swap Provider is
the Defaulting Party or the Affected Party (as defined in the Current Issuer
Basis Rate Swap Agreement);
"BLOCK VOTING INSTRUCTION" has the meaning set out in Schedule 4 to the Current
Issuer Trust Deed;
"BLOCKED NOTE" has the meaning specified in Schedule 4 to the Current Issuer
Trust Deed;
"BUSINESS DAY" means, in relation to the Current Issuer Notes and the Current
Issuer Intercompany Loan, a day that is a London Business Day, a New York
Business Day and a TARGET Business Day;
"CALCULATION AGENT" in relation to any Current Issuer Swap Agreement has the
meaning given to it under such Current Issuer Swap Agreement;
"CERTIFICATION DATE" has the meaning specified in the Current Issuer Trust
Deed;
"CHAIRMAN" has the meaning set out in Schedule 4 to the Current Issuer Trust
Deed;
"CLASS A ENFORCEMENT NOTICE" means a notice issued by the Note Trustee to the
Current Issuer and the Security Trustee on the occurrence of a Current Issuer
Note Event of Default, declaring the Class A Notes to be due and repayable
pursuant to Condition 9(A) of the Current Issuer Notes;
"CLASS A NOTEHOLDERS" means the Series 1 Class A Noteholders, the Series 2
Class A Noteholders and the Series 3 Class A Noteholders;
"CLASS A NOTES" means, in relation to the Current Issuer, the Series 1 Class A1
Notes, the Series 1 Class A2 Notes, the Series 1 Class A3 Notes, the Series 2
Class A Notes and the Series 3 Class A Notes or any of them as the context may
require and, in relation to any other Issuer, the Notes issued by such Issuer
which are defined as such under the relevant Issuer Master Definitions
Schedule;
"CLASS B ENFORCEMENT NOTICE" means a notice issued by the Note Trustee to the
Current Issuer and the Security Trustee on the occurrence of a Current Issuer
Note Event of Default, declaring the Class B Notes to be due and repayable
pursuant to Condition 9(B) of the Current Issuer Notes;
"CLASS B NOTEHOLDERS" means the Series 1 Class B Noteholders, the Series 2
Class B Noteholders and the Series 3 Class B Noteholders;
"CLASS B NOTES" means, in relation to the Current Issuer, the Series 1 Class B
Notes, the Series 2 Class B Notes and the Series 3 Class B Notes or any of them
as the context may require; and, in relation to any other Issuer, the Notes
issued by such Issuer which are defined as such under the relevant Issuer
Master Definitions Schedule;
"CLASS C ENFORCEMENT NOTICE" means, a notice issued by the Note Trustee to the
Current Issuer and the Security Trustee on the occurrence of a Current Issuer
Note Event of Default, declaring the Class C Notes to be due and repayable
pursuant to Condition 9(C) of the Current Issuer Notes;
"CLASS C NOTEHOLDERS" means the Series 1 Class C Noteholders, the Series 2
Class C Noteholders and the Series 3 Class C Noteholders;
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"CLASS C NOTES" means, in relation to the Current Issuer, the Series 1 Class C
Notes, the Series 2 Class C Notes and the Series 3 Class C Notes or any of them
as the context may require; and, in relation to any other Issuer, the Notes
issued by such Issuer which are defined as such under the relevant Issuer
Master Definitions Schedule;
"CLEARING SYSTEM" means any of DTC (with respect to the US Notes) and Euroclear
and Clearstream, Luxembourg (with respect to the Reg S Notes), and any other or
additional organisation of a similar nature as may be approved in writing by
the Note Trustee;
"COMMON DEPOSITARY" means Citibank, N.A. in its capacity as common depositary
for Euroclear or Clearstream, Luxembourg in respect of the Reg S Global Note
Certificates;
"CONDITIONS" or "TERMS AND CONDITIONS" means, in relation to any Current Issuer
Notes, the terms and conditions to be endorsed on such Current Issuer Notes in
the form or substantially in the form scheduled to the Current Issuer Trust
Deed, as any of the same may from time to time be amended, varied or restated
in accordance with the provisions of the Current Issuer Trust Deed, and any
reference to a numbered Condition shall be construed accordingly;
"CONTRACTUAL CURRENCY" has the meaning specified in Clause 13 of the Current
Issuer Trust Deed;
"CURRENT ISSUER" means Granite Mortgages 03-1 plc, a company incorporated with
limited liability under the laws of England and Wales, registered number
4598035;
"CURRENT ISSUER ACCOUNT BANK" means the bank at which the Current Issuer Bank
Accounts are maintained from time to time, being Citibank, N.A., ▇ ▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇, or any other Authorised Entity appointed by the
Current Issuer in accordance with the Current Issuer Transaction Documents;
"CURRENT ISSUER AVAILABLE PRINCIPAL RECEIPTS" means:
(1) prior to enforcement of the Current Issuer Security, in respect of any
Payment Date, the sum calculated by the Current Issuer Cash Manager on
the Distribution Date immediately preceding such Payment Date equal to:
(a) all principal amounts repaid by Funding to the Current Issuer
under the Current Issuer Intercompany Loan during the period from
(but excluding) the immediately preceding Payment Date to (and
including) such Payment Date; and
(b) all Current Issuer Available Revenue Receipts which are to be used
on that Payment Date to credit any Current Issuer Principal
Deficiency Sub Ledger;
less
(c) the aggregate amount of all Current Issuer Principal Receipts to
be applied on the relevant Payment Date to pay items (A) through
(E), (G) or (I) of the Current Issuer Pre-Enforcement Revenue
Priority of Payments; and
(2) following enforcement of the Current Issuer Security, in respect of any
Payment Date, the sum calculated by or on behalf of the Note Trustee on
the Distribution Date immediately preceding such Payment Date as the
amount to be repaid to the Current Issuer under the Current Issuer
Intercompany Loan during the relevant Interest Period and/or the sum
otherwise recovered by the Note Trustee (or the Receiver appointed on its
behalf) representing the Principal Amount Outstanding of the Notes;
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"CURRENT ISSUER AVAILABLE REVENUE RECEIPTS" for the Current Issuer in respect
of any Payment Date will be an amount equal to the sum of:
(1) interest, fees and any other amount (not including principal), if any,
paid by Funding on the relevant Payment Date under the terms of the
Current Issuer Intercompany Loan Agreement;
(2) other net income of the Current Issuer (not otherwise included in (1)
above or (3) below) including amounts received by the Current Issuer
under or in accordance with the Basis Rate Swap Agreement (excluding Swap
Collateral Excluded Amounts) and any early termination amounts (other
than such early termination amounts applied or to be applied by the
Current Issuer in the purchase of one or more replacement hedge
transactions) received by the Current Issuer under the Current Issuer
Swap Agreements;
(3) interest payable on the Current Issuer Bank Accounts and any income from
Authorised Investments made with funds standing to the credit of the
Current Issuer Bank Accounts, in each case which has been or will be
received on or before the relevant Payment Date; and
(4) (only to the extent required after making the relevant calculations set
out in the Current Issuer Cash Management Agreement), the amount of
Current Issuer Principal Receipts (if any) which are to be applied on the
relevant Payment Date to pay items (A) through (E), (G) and/or (I) of the
Current Issuer Pre-Enforcement Revenue Priority of Payments;
"CURRENT ISSUER BANK ACCOUNT AGREEMENT" means the bank account agreement dated
on or about the Closing Date between the Current Issuer, the Seller, the
Current Issuer Cash Manager, the Current Issuer Account Bank and the Note
Trustee;
"CURRENT ISSUER BANK ACCOUNTS" means the Current Issuer Transaction Accounts
and also includes any additional or replacement bank account opened in the name
of the Current Issuer from time to time with the prior written consent of the
Note Trustee and the Rating Agencies;
"CURRENT ISSUER BASIS RATE SWAP" means the swap transaction documented under
the Current Issuer Basis Rate Swap Agreement;
"CURRENT ISSUER BASIS RATE SWAP AGREEMENT" means the ISDA Master Agreement,
Schedule and Confirmation thereto each entered into on or about the Closing
Date and any Credit Support Annex entered into at any time among the Current
Issuer, the Current Issuer Basis Rate Swap Provider and the Note Trustee, as
may be amended, restated, varied or supplemented from time to time and shall
include any additional and/or replacement basis rate swap agreement entered
into by the Current Issuer from time to time in accordance with the Transaction
Documents;
"CURRENT ISSUER BASIS RATE SWAP PROVIDER" means Northern Rock and/or, as
applicable, any other basis rate swap provider appointed from time to time by
the Current Issuer in accordance with the Current Issuer Transaction Documents;
"CURRENT ISSUER CASH MANAGEMENT AGREEMENT" means the cash management agreement
entered into on or about the Closing Date between the Current Issuer Cash
Manager, the Current Issuer and the Note Trustee, as may be amended, restated,
varied or supplemented from time to time and shall include any additional
and/or replacement cash management agreement entered into by the Current Issuer
from time to time in connection with the Current Issuer Notes;
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"CURRENT ISSUER CASH MANAGEMENT SERVICES" means the services to be provided to
the Current Issuer and the Note Trustee by the Current Issuer Cash Manager
pursuant to the Current Issuer Cash Management Agreement;
"CURRENT ISSUER CASH MANAGER" means Northern Rock acting pursuant to the
Current Issuer Cash Management Agreement as agent for the Current Issuer and
the Note Trustee in managing all cash transactions and maintaining certain
ledgers on behalf of the Current Issuer;
"CURRENT ISSUER CASH MANAGER TERMINATION EVENT" means any of the events
specified in paragraphs (a) through (c) of Clause 12.1 of the Current Issuer
Cash Management Agreement;
"CURRENT ISSUER CHARGED PROPERTY" means the property, assets and undertakings
of the Current Issuer which from time to time are or are expressed to be
mortgaged, charged, assigned, pledged or otherwise encumbered to, or in favour
of, the Note Trustee for itself and for the Current Issuer Secured Creditors
under the Current Issuer Deed of Charge or any other Current Issuer Transaction
Document;
"CURRENT ISSUER CONDITIONS" or "CURRENT ISSUER TERMS AND CONDITIONS" means the
terms and conditions to be endorsed on the Current Issuer Notes, substantially
in the form set out in Schedule 3 to the Current Issuer Trust Deed, as any of
the same may be amended, varied or restated in accordance with the provisions
of the Current Issuer Trust Deed, and any reference to a numbered Condition
shall be construed accordingly;
"CURRENT ISSUER CORPORATE SERVICES AGREEMENT" means the corporate services
agreement entered into on or before the Closing Date between, inter alia, the
Current Issuer Corporate Services Provider, Holdings, the Current Issuer Post
Enforcement Call Option Holder, the Current Issuer and Northern Rock for the
provision by the Current Issuer Corporate Services Provider of certain
corporate services with respect to Holdings, the Current Issuer Post
Enforcement Call Option Holder and the Current Issuer as may be amended,
restated, varied or supplemented from time to time and shall include any
additional and/or replacement corporate services agreement entered into by such
parties from time to time in accordance with the Current Issuer Transaction
Documents;
"CURRENT ISSUER CORPORATE SERVICES PROVIDER" means in relation to any of the
Current Issuer, Holdings or the Current Issuer Post Enforcement Call Option
Holder, Law Debenture Corporate Services Limited or such other person or
persons for the time being acting as corporate services provider under the
Current Issuer Corporate Services Agreement;
"CURRENT ISSUER CURRENCY SWAP AGREEMENTS" means the Current Issuer Dollar
Currency Swap Agreements and the Current Issuer Euro Currency Swap Agreements;
"CURRENT ISSUER CURRENCY SWAP PROVIDERS" means the Current Issuer Dollar
Currency Swap Provider and the Current Issuer Euro Currency Swap Provider;
"CURRENT ISSUER CURRENCY SWAPS" means the Current Issuer Dollar Currency Swaps
and the Current Issuer Euro Currency Swaps;
"CURRENT ISSUER DEED OF ACCESSION" means the deed of accession entered into on
or about the Closing Date between Funding, the Security Trustee, the Current
Issuer, the Current Issuer Start-Up Loan Provider and others whereby, among
other things, the Current Issuer and the Current Issuer Start-Up Loan Provider
accede to the provisions of the Funding Deed of Charge;
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"CURRENT ISSUER DEED OF CHARGE" means the deed of charge entered into on or
about the Closing Date between the Current Issuer, the Note Trustee, the
Current Issuer Swap Providers, the Current Issuer Corporate Services Provider,
the Current Issuer Account Bank, the Current Issuer Cash Manager, the Principal
Paying Agent and the other Agents appointed pursuant to the Current Issuer
Paying Agent and Agent Bank Agreement as may be amended, restated, varied or
supplemented from time in accordance with the Current Issuer Transaction
Documents;
"CURRENT ISSUER DOLLAR ACCOUNT" means the account of the Current Issuer
(account number ▇▇▇▇▇▇▇▇) held with the Current Issuer Account Bank,
denominated in U.S. Dollars and maintained subject to the terms of the Current
Issuer Bank Account Agreement and the Current Issuer Deed of Charge, or any
additional or replacement account denominated in U.S. Dollars as may for the
time being be in place with the prior consent of the Note Trustee;
"CURRENT ISSUER DOLLAR CURRENCY SWAP AGREEMENTS" means the ISDA Master
Agreements, Schedules and Confirmations thereto entered into on or about the
Closing Date and any Credit Support Annexes entered into at any time among the
Current Issuer, the Current Issuer Dollar Currency Swap Provider and the Note
Trustee, as may be amended, restated varied or supplemented from time to time
and shall include any additional and/or replacement currency swap agreement or
agreements entered into by the Current Issuer from time to time in connection
with the Current Issuer Notes;
"CURRENT ISSUER DOLLAR CURRENCY SWAP PROVIDER" means CDC IXIS Capital Markets
as swap counterparty to the Current Issuer under the Current Issuer Dollar
Currency Swap Agreements;
"CURRENT ISSUER DOLLAR CURRENCY SWAP RATES" means, in relation to the Current
Issuer Notes, the rates at which Dollars are converted to Sterling or, as the
case may be, Sterling is converted to Dollars pursuant to the applicable
Current Issuer Dollar Currency Swap or, if there are no relevant Current Issuer
Dollar Currency Swap Agreements in effect at such time, in relation to such
class of Notes, the "spot" rate at which Dollars are converted to Sterling or,
as the case may be, Sterling is converted to Dollars, on the foreign exchange
markets;
"CURRENT ISSUER DOLLAR CURRENCY SWAPS" means, in relation to the Current
Issuer, the Sterling-Dollar currency swap transactions which enable the Current
Issuer to receive and pay amounts under the Current Issuer Intercompany Loan in
Sterling and to receive and pay amounts under the Dollar Notes in Dollars;
"CURRENT ISSUER EURO ACCOUNT" means the account of the Current Issuer (account
number ▇▇▇▇▇▇▇▇) held with the Current Issuer Account Bank, denominated in Euro
and maintained subject to the terms of the Current Issuer Bank Account
Agreement and the Current Issuer Deed of Charge, or any additional or
replacement account denominated in Euro as may for the time being be in place
with the prior consent of the Note Trustee;
"CURRENT ISSUER EURO CURRENCY SWAP AGREEMENTS" means the ISDA Master
Agreements, Schedules and Confirmations thereto entered into on or about the
Closing Date and any Credit Support Annexes entered into at any time among the
Current Issuer, the Current Issuer Euro Currency Swap Provider and the Note
Trustee, as may be amended, restated varied or supplemented from time to time
and shall include any additional and/or replacement currency swap agreement or
agreements entered into by the Current Issuer from time to time in connection
with the Current Issuer Notes;
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"CURRENT ISSUER EURO CURRENCY SWAP PROVIDER" means Citibank, N.A. as swap
counterparty to the Current Issuer under the Current Issuer Euro Currency Swap
Agreements;
"CURRENT ISSUER EURO CURRENCY SWAP RATES" means, in relation to the Current
Issuer Notes, the rates at which Euro is converted to Sterling or, as the case
may be, Sterling is converted to Euro pursuant to the applicable Current Issuer
Euro Currency Swap or, if there are no relevant Current Issuer Euro Currency
Swap Agreements in effect at such time, in relation to such class of Notes, the
"spot" rate at which Euro is converted to Sterling or, as the case may be,
Sterling is converted to Euro, on the foreign exchange markets;
"CURRENT ISSUER EURO CURRENCY SWAPS" means, in relation to the Current Issuer,
the Sterling-Euro currency swap transactions which enable the Current Issuer to
receive and pay amounts under the Current Issuer Intercompany Loan in Sterling
and to receive and pay amounts under the Euro Notes in Euro;
"CURRENT ISSUER EVENT OF DEFAULT" means a Current Issuer Note Event of Default;
"CURRENT ISSUER INCOME DEFICIT" means the amount of the shortfall between
Current Issuer Available Revenue Receipts and the amounts required to pay items
(A) through (E) (inclusive) and (G) and (I) of the Current Issuer Pre-
Enforcement Revenue Priority of Payments;
"CURRENT ISSUER INTERCOMPANY LOAN" means the loan made by the Current Issuer to
Funding on or about the Closing Date pursuant to the Current Issuer
Intercompany Loan Agreement;
"CURRENT ISSUER INTERCOMPANY LOAN AGREEMENT" means together the Current Issuer
Intercompany Loan Confirmation and the Intercompany Loan Terms and Conditions;
"CURRENT ISSUER INTERCOMPANY LOAN CONFIRMATION" means the loan confirmation in
respect of the Current Issuer Intercompany Loan Agreement entered into on or
about the Closing Date and made between Funding, the Current Issuer, the
Security Trustee and the Current Issuer Agent Bank;
"CURRENT ISSUER INTERCOMPANY LOAN EVENT OF DEFAULT" means the occurrence of an
Intercompany Loan Event of Default as specified in the Current Issuer
Intercompany Loan Agreement;
"CURRENT ISSUER JERSEY ENFORCEMENT NOTICE" has the meaning given to it in
Clause 7.2 of the Current Issuer Deed of Charge;
"CURRENT ISSUER JERSEY SECURED PROPERTY" means, at any time, the Current Issuer
Charged Property which is situated in Jersey at such time;
"CURRENT ISSUER LEDGERS" means the Current Issuer Revenue Ledger, the Current
Issuer Principal Ledger, the Current Issuer Reserve Fund Ledger, the Current
Issuer Liquidity Reserve Ledger, the Current Issuer Principal Deficiency Ledger
and the Swap Collateral Ledger and any other ledger required to be maintained
pursuant to the Current Issuer Cash Management Agreement;
"CURRENT ISSUER LIQUIDITY RESERVE FUND" means the liquidity reserve fund in
Funding's name which Funding will be required to establish pursuant to the
Current Issuer Intercompany Loan Agreement if the long term, unsecured,
unsubordinated and unguaranteed debt obligations of the Seller cease to be
rated at least A3 by ▇▇▇▇▇'▇ or A- by Fitch (unless ▇▇▇▇▇'▇ or Fitch, as
applicable, confirms that the then-current ratings of the Notes will not be
adversely affected). The Current Issuer Liquidity Reserve Fund, if any, will
be funded to the relevant Current Issuer Liquidity Reserve Required Amount;
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"CURRENT ISSUER LIQUIDITY RESERVE LEDGER" means a ledger maintained by the
Current Issuer Cash Manager in the name of Funding to record the amount
credited to the Current Issuer Liquidity Reserve Fund held by Funding in
respect of the Current Issuer on the Closing Date, and subsequent withdrawals
and deposits in respect of the Current Issuer Liquidity Reserve Fund;
"CURRENT ISSUER LIQUIDITY RESERVE REQUIRED AMOUNT" means an amount as of any
Payment Date equal to the excess, if any, of 3% of the aggregate outstanding
balance of the Notes on that Payment Date over amounts standing to the credit
of the Current Issuer Reserve Fund on that Payment Date;
"CURRENT ISSUER MASTER DEFINITIONS SCHEDULE" means this master definitions
schedule relating to the Current Issuer and the Current Issuer Transaction
Documents signed for the purposes of identification by ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ &
▇▇▇▇ and ▇▇▇▇▇ & ▇▇▇▇▇ on or about the Closing Date, as the same may be
amended, restated and supplemented from time to time;
"CURRENT ISSUER NEW FUNDING SECURED CREDITORS" means the Current Issuer Start-
Up Loan Provider and the Current Issuer;
"CURRENT ISSUER NOTE DETERMINATION DATE" means the Distribution Date
immediately preceding each Payment Date;
"CURRENT ISSUER NOTE ENFORCEMENT NOTICE" means a notice issued by the Note
Trustee to the Current Issuer and the Security Trustee declaring any of the
Current Issuer Notes to be due and repayable pursuant to Condition 9 of the
Current Issuer Notes;
"CURRENT ISSUER NOTE EVENT OF DEFAULT" means the occurrence of an event of
default by the Current Issuer as specified in Condition 9 of the Current Issuer
Notes;
"CURRENT ISSUER NOTES" means the US Notes and Reg S Notes issued by the Current
Issuer or any of them as the context may require;
"CURRENT ISSUER PAYING AGENT AND AGENT BANK AGREEMENT" means the paying agent
and agent bank agreement to be entered into on or about the Closing Date
between, inter alios, the Current Issuer, the Note Trustee, the Principal
Paying Agent, the US Paying Agent and the other Agents and any other agreement
for the time being in force appointing successor agents and shall include any
additional and/or replacement paying agent and agent bank agreement entered
into by the Current Issuer from time to time in accordance with the Transaction
Documents;
"CURRENT ISSUER POST-ENFORCEMENT CALL OPTION AGREEMENT" means the post-
enforcement call option agreement to be entered into on or about the Closing
Date between the Current Issuer, the Current Issuer Post-Enforcement Call
Option Holder and the Note Trustee;
CURRENT ISSUER POST-ENFORCEMENT CALL OPTION HOLDER" means GPCH Limited, a
company incorporated with limited liability under the laws of England and
Wales, registered number 4128437, or such other person or persons for the time
being acting as post-enforcement call option holder under the Current Issuer
Post-Enforcement Call Option Agreement;
"CURRENT ISSUER POST-ENFORCEMENT PRIORITY OF PAYMENTS" means the order of
priority of payments in which Current Issuer Available Revenue Receipts,
Current Issuer Available Principal Receipts and all other monies and proceeds
received or recovered by or on behalf of the Current Issuer or the Note Trustee
or any Receiver will be applied following enforcement of the Current Issuer
Security and as set out in Schedule 2 to the Current Issuer Deed of Charge (as
the same may be amended or varied from time to time in accordance with the
Current Issuer Transaction Documents);
9
"CURRENT ISSUER POST-LIQUIDITY PAYMENTS" means the payments set out in items
(H) through (J) under the Current Issuer Pre-Enforcement Revenue Priority of
Payments (or the relevant payments in the equivalent items under such other
Current Issuer Priority of Payments as may apply on that Payment Date);
"CURRENT ISSUER POST-RESERVE PAYMENTS" means the payments set out in item (K)
under the Current Issuer Pre-Enforcement Revenue Priority of Payments (or the
relevant payments in the equivalent items under such other Current Issuer
Priority of Payments as may apply on that Payment Date);
"CURRENT ISSUER POST START-UP PAYMENTS" means the payments set out in items (L)
and (M) under the Current Issuer Pre-Enforcement Revenue Priority of Payments
(or the relevant payments in the equivalent items under such other Current
Issuer Priority of Payments as may apply on that Payment Date);
"CURRENT ISSUER POTENTIAL NOTE EVENT OF DEFAULT" means any condition, event or
act which with the lapse of time and/or the giving of any notice and/or
determination of materiality and/or fulfilment of any similar condition would
constitute a Current Issuer Note Event of Default;
"CURRENT ISSUER PRE-ENFORCEMENT PRINCIPAL PRIORITY OF PAYMENTS" means the order
of priority of payments in which the Current Issuer Available Principal
Receipts will be applied until enforcement of the Current Issuer Security as
set out in Schedule 2 to the Current Issuer Cash Management Agreement (as the
same may be amended or varied from time to time in accordance with the Current
Issuer Transaction Documents);
"CURRENT ISSUER PRE-ENFORCEMENT PRIORITY OF PAYMENTS" means, as applicable, any
of the Current Issuer Pre-Enforcement Revenue Priority of Payments or the
Current Issuer Pre-Enforcement Principal Priority of Payments;
"CURRENT ISSUER PRE-ENFORCEMENT REVENUE PRIORITY OF PAYMENTS" means the order
of priority of payments in which the Current Issuer Available Revenue Receipts
will be applied until enforcement of the Current Issuer Security as set out in
Schedule 2 to the Current Issuer Cash Management Agreement (as the same may be
amended or varied from time to time in accordance with the Current Issuer
Transaction Documents);
"CURRENT ISSUER PRE-LIQUIDITY PAYMENTS" means the payments set out in items (A)
through (G) under the Current Issuer Pre-Enforcement Revenue Priority of
Payments (or the relevant payments in the equivalent items under such other
Current Issuer Priority of Payments as may apply on that Payment Date);
"CURRENT ISSUER PRE-RESERVE PAYMENTS". Not applicable to this transaction;
"CURRENT ISSUER PRINCIPAL DEFICIENCY LEDGER" means the ledger maintained by the
Current Issuer Cash Manager in the name of the Current Issuer which will be
established on the Closing Date and will be sub-divided into sub ledgers
corresponding to the Class A Notes, the Class B Notes and the Class C Notes in
order to record Losses on Mortgage Loans allocated to the Current Issuer
Intercompany Loan which are to be applied to such Current Issuer Notes, the
application of Current Issuer Available Principal Receipts in paying interest
on such Current Issuer Notes and certain amounts ranking in priority thereto in
accordance with the Current Issuer Pre-Enforcement Revenue Priority of Payments
and the application by Funding of Issuer Allocable Principal Receipts of the
Current Issuer to fund or replenish the Current Issuer Liquidity Reserve Fund
(if any);
10
"CURRENT ISSUER PRINCIPAL DEFICIENCY SUB LEDGER" means any of the Class A
Principal Deficiency Sub Ledger, the Class B Principal Deficiency Sub Ledger or
the Class C Principal Deficiency Sub Ledger;
"CURRENT ISSUER PRINCIPAL LEDGER" means the ledger maintained by the Current
Issuer Cash Manager pursuant to the Current Issuer Cash Management Agreement to
record the Current Issuer Principal Receipts standing to the credit of each of
the Current Issuer Transaction Accounts from time to time;
"CURRENT ISSUER PRINCIPAL PAYMENTS" means the payments set forth in items (A)
through (E) under the Current Issuer Pre-Enforcement Principal Priority of
Payments (or the relevant payments set forth in the equivalent items in such
other Current Issuer Priority of Payments as may apply on that Payment Date);
"CURRENT ISSUER PRINCIPAL RECEIPTS" means on any Payment Date principal amounts
repaid by Funding in respect of the Current Issuer Intercompany Loan on such
Payment Date;
"CURRENT ISSUER PRIORITY OF PAYMENTS" means, as applicable, any of the Current
Issuer Pre-Enforcement Revenue Priority of Payments, the Current Issuer Pre-
Enforcement Principal Priority of Payments or the Current Issuer Post-
Enforcement Priority of Payments;
"CURRENT ISSUER RESERVE FUND" means the reserve fund established in the name of
Funding in respect of the Current Issuer as required under the terms of the
Current Issuer Intercompany Loan on the Closing Date in an amount up to the
Current Issuer Reserve Required Amount;
"CURRENT ISSUER RESERVE FUND LEDGER" means a ledger maintained by the Current
Issuer Cash Manager in the name of Funding to record the amount credited to the
Current Issuer Reserve Fund held by Funding in respect of the Current Issuer on
the Closing Date, and subsequent withdrawals and deposits in respect of the
Current Issuer Reserve Fund;
"CURRENT ISSUER RESERVE REQUIRED AMOUNT" means an amount equal to
{pound-sterling}45,000,000;
"CURRENT ISSUER RESERVE REQUIREMENT" means the Current Issuer Reserve
Requirement as the same relates to the Current Issuer and the Current Issuer
Reserve Fund;
"CURRENT ISSUER REVENUE LEDGER" means the ledger maintained by the Current
Issuer Cash Manager pursuant to the Current Issuer Cash Management Agreement to
record the Current Issuer Revenue Receipts standing to the credit of the
Current Issuer Transaction Accounts from time to time;
"CURRENT ISSUER REVENUE RECEIPTS" means for the Current Issuer in respect of
any Payment Date an amount equal to the sum of:
(1) interest, fees and any other amount (not including principal), if any,
paid by Funding on such Payment Date under the terms of the Current
Issuer Intercompany Loan Agreement;
(2) other net income of the Current Issuer (not otherwise included in (1)
above or (3) below) including amounts received by the Current Issuer
under or in accordance with the Basis Rate Swap Agreement (excluding Swap
Collateral Excluded Amounts) and any early termination amounts (other
than such early termination amounts applied or to be applied by the
Current Issuer in the purchase of one or more replacement hedge
transactions) received by the Current Issuer under the Current Issuer
Swap Agreements;
11
(3) interest received on the Current Issuer Bank Accounts and any income from
Authorised Investments made with funds standing to the credit of the
Current Issuer Bank Accounts, in each case which has been or will be
received on or before such Payment Date,
(in each case for the avoidance of doubt not including amounts received in
respect of principal);
"CURRENT ISSUER SECURED CREDITORS" means the Note Trustee (and any Receiver
appointed pursuant to the Current Issuer Deed of Charge), the Current Issuer
Swap Providers, the Current Issuer Corporate Services Provider, the Current
Issuer Account Bank, the Current Issuer Cash Manager, the Paying Agents, the
Agent Bank, the Registrar, the Transfer Agent and the Noteholders;
"CURRENT ISSUER SECURED OBLIGATIONS" means any and all of the monies,
obligations and liabilities which the Current Issuer covenants to pay or
discharge under or pursuant to Clause 2 of the Current Issuer Deed of Charge
and all other amounts owed by it to the Current Issuer Secured Creditors under
and pursuant to the Current Issuer Transaction Documents;
"CURRENT ISSUER SECURITY" means the security granted by the Current Issuer
under or pursuant to the Current Issuer Deed of Charge in favour of the Note
Trustee for the benefit of the Current Issuer Secured Creditors;
"CURRENT ISSUER START-UP LOAN" means the start-up loan that the Current Issuer
Start-up Loan Provider shall make available to Funding pursuant to the Current
Issuer Start-up Loan Agreement;
"CURRENT ISSUER START-UP LOAN AGREEMENT" means the agreement entered into on or
about the Closing Date between Funding, the Current Issuer Start-up Loan
Provider and the Security Trustee relating to the provision of the Current
Issuer Start-up Loan to Funding as may be amended, restated, varied or
supplemented from time to time and shall include any additional and/or
replacement start-up loan agreement entered into by such parties in accordance
with the Current Issuer Transaction Documents;
"CURRENT ISSUER START-UP LOAN PROVIDER" means Northern Rock, in its capacity as
provider of the Current Issuer Start-up Loan and/or such other person or
persons for the time being the lender under the Current Issuer Start-up Loan
Agreement;
"CURRENT ISSUER STERLING ACCOUNT" means the account of the Current Issuer (sort
code 18-50-08, account number ▇▇▇▇▇▇▇▇) held with the Current Issuer Account
Bank, denominated in Sterling and maintained subject to the terms of the
Current Issuer Bank Account Agreement and the Current Issuer Deed of Charge, or
any additional or replacement account denominated in Sterling as may for the
time being be in place with the prior consent of the Note Trustee;
"CURRENT ISSUER SUBSCRIPTION AGREEMENT" means with respect to the Current
Issuer Notes, the subscription agreement relating to the sale of the Reg S
Notes, dated 23 January 2003 between the Current Issuer, Funding, the Mortgages
Trustee, Salomon Brothers International Limited, ▇▇▇▇▇▇▇ ▇▇▇▇▇ International
and the other Managers;
"CURRENT ISSUER SWAP AGREEMENTS" means the Current Issuer Basis Rate Swap
Agreement, the Current Issuer Dollar Currency Swap Agreements and the Current
Issuer Euro Currency Swap Agreements and "CURRENT ISSUER SWAP AGREEMENT" means
any one of them;
"CURRENT ISSUER SWAP PROVIDERS" means the Current Issuer Basis Rate Swap
Provider, the Current Issuer Dollar Currency Swap Provider and the Current
Issuer Euro Currency Swap Provider and
"CURRENT ISSUER SWAP PROVIDER" means any one of them;
12
"CURRENT ISSUER TRANSACTION ACCOUNTS" means the day to day bank accounts of the
Current Issuer, held with the Current Issuer Account Bank and comprising the
Current Issuer Euro Account, the Current Issuer Sterling Account and the
Current Issuer Dollar Account as at the Closing Date, or any other account of
the Current Issuer that may be opened, with the prior approval of the Note
Trustee, after the Closing Date, and maintained subject to the terms of the
Current Issuer Bank Account Agreement and the Current Issuer Deed of Charge;
"CURRENT ISSUER TRANSACTION DOCUMENT" means any of the following documents:
(a) the Current Issuer Subscription Agreement;
(b) the Current Issuer Underwriting Agreement;
(c) the Current Issuer Intercompany Loan Agreement;
(d) the Current Issuer Deed of Charge;
(e) the Current Issuer Deed of Accession;
(f) the Current Issuer Basis Rate Swap Agreement;
(g) the Current Issuer Dollar Currency Swap Agreements;
(h) the Current Issuer Euro Currency Swap Agreements;
(i) the Current Issuer Trust Deed;
(j) the Current Issuer Paying Agent and Agent Bank Agreement;
(k) the Current Issuer Cash Management Agreement;
(l) the Current Issuer Post-Enforcement Call Option Agreement;
(m) the Current Issuer Bank Account Agreement;
(n) the Current Issuer Notes;
(o) the Current Issuer Corporate Services Agreement
(p) the Current Issuer Start-up Loan Agreement;
(q) any Swap Collateral Ancillary Document; and
(r) each other document entered into or to be entered into by the Current
Issuer pursuant to or in connection with any of the above documents
(including any agreement entered into by the Current Issuer as a
replacement of any of the above agreements upon the termination thereof);
"CURRENT ISSUER TRUST DEED" means the trust deed entered into on or about the
Closing Date between the Current Issuer and the Note Trustee constituting the
Current Issuer Notes;
"CURRENT ISSUER UNDERWRITING AGREEMENT" means in relation to the Current Issuer
Notes, the underwriting agreement relating to the sale of the US Notes, dated
23 2003, among the Current Issuer, Funding, the Mortgages Trustee, ▇▇▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇ Inc, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇ & ▇▇▇▇▇ Incorporated and the
other Underwriters;
"CUT-OFF DATE" means 30 November 2002;
"CUT-OFF DATE MORTGAGE PORTFOLIO" means as of the Cut-Off Date, the Existing
Mortgage Portfolio combined with the Additional Mortgage Portfolio;
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"DEFERRED INTEREST" in relation to the Current Issuer Notes has the meaning
given to it under Condition 4 of the Current Issuer Notes;
"DESIGNATED SUBSIDIARY" means a designated subsidiary of the Current Issuer
Post-Enforcement Call Option Holder, to be designated by notice from the
Current Issuer Post-Enforcement Call Option Holder to the Note Trustee at the
discretion of the Current Issuer Post-Enforcement Call Option Holder;
"DETERMINATION DATE" means the first Business Day of any calendar month which
includes a Payment Date;
"DETERMINATION PERIOD" means the period from (and including) the Closing Date
to (but excluding) the first Determination Date and thereafter from (and
including) one Determination Date to (but excluding) the next Determination
Date;
"DISTRIBUTION COMPLIANCE PERIOD" means, in relation to the Current Issuer
Notes, 40 days after the later of the commencement of the offering of the
Current Issuer Notes and the Closing Date;
"DOLLAR CURRENCY SWAP AGREEMENTS" means, in relation to the Current Issuer, the
Current Issuer Dollar Currency Swap Agreements and for any other Issuer, the
ISDA Master Agreements, Schedules, Confirmations and any Credit Support Annexes
thereto entered into among such Issuer, the related Dollar Currency Swap
Provider and the Note Trustee, as may be amended, restated, varied or
supplemented from time to time and shall include any additional and/or
replacement dollar currency swap agreements entered into by such Issuer from
time to time in connection with the Notes issued by such Issuer;
"DOLLAR CURRENCY SWAP PROVIDER" means, in relation to the Current Issuer, the
Current Issuer Dollar Currency Swap Provider and for any other Issuer, the
Dollar Currency Swap Provider for such Issuer appointed from time to time in
accordance with the relevant Issuer Transaction Documents;
"DOLLAR CURRENCY SWAP PROVIDER DEFAULT" means, in relation to the Current
Issuer, the occurrence of an Event of Default (as defined in the Current Issuer
Dollar Currency Swap Agreements) or a Downgrade Termination Event under the
Current Issuer Dollar Currency Swap Agreements where the Current Issuer Dollar
Currency Swap Provider is the Defaulting Party or the Affected Party (as
defined in the Current Issuer Dollar Currency Swap Agreements);
"DOLLAR CURRENCY SWAP RATES" means, in relation to the Current Issuer, the
Current Issuer Dollar Currency Swap Rates;
"DOLLAR CURRENCY SWAPS" means, in relation to the Current Issuer, the Current
Issuer Dollar Currency Swaps and for any other Issuer, the swap transaction(s)
documented under the Dollar Currency Swap Agreements for such Issuer;
"DOLLAR INTEREST DETERMINATION DATE" means two London Business Days before the
first day of the Interest Period for which the rate will apply;
"DOLLAR NOTES" means, in relation to the Current Issuer, the Series 1 Notes
and, in relation to any other Issuer, the Notes issued by such Issuer in U.S.
Dollars;
"DOWNGRADE TERMINATION EVENT" in relation to the Current Issuer Basis Rate
Swap Provider, has the meaning given to it in the Current Issuer Basis Rate
Swap Agreement and in relation to any Current Issuer Currency Swap Provider,
has the meaning given to it in the relevant Current Issuer Currency Swap
Agreement;
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"DRAWDOWN DATE" means, in respect of the Current Issuer Intercompany Loan, the
Closing Date and, in respect of an Intercompany Loan made by any other Issuer,
the date on which the relevant Intercompany Loan was made to Funding by such
Issuer;
"DTC CUSTODIAN" means Citibank, N.A. in its capacity as custodian for DTC in
respect of the Dollar Global Note Certificates;
"EURO CURRENCY SWAP AGREEMENTS" means, in relation to the Current Issuer, the
Current Issuer Euro Currency Swap Agreements and for any other Issuer, the ISDA
Master Agreements, Schedules, Confirmations, and any Credit Support Annexes
thereto entered into among such Issuer, the related Euro Currency Swap Provider
and the Note Trustee, as may be amended, restated, varied or supplemented from
time to time and shall include any additional and/or replacement euro currency
swap agreements entered into by such Issuer from time to time in connection
with the Notes issued by such Issuer;
"EURO CURRENCY SWAP PROVIDER" means, in relation to the Current Issuer, the
Current Issuer Euro Currency Swap Provider and for any other Issuer, the Euro
Currency Swap Provider for such Issuer appointed from time to time in
accordance with the relevant Issuer Transaction Documents;
"EURO CURRENCY SWAP PROVIDER DEFAULT" means the occurrence of an Event of
Default (as defined in the Current Issuer Euro Currency Swap Agreements) or a
Downgrade Termination Event under the Current Issuer Euro Currency Swap
Agreements where the Current Issuer Euro Currency Swap Provider is the
Defaulting Party or Affected Party (as defined in the Current Issuer Euro
Currency Swap Agreements);
"EURO CURRENCY SWAP RATE" means, in relation to the Current Issuer, the Current
Issuer Euro Currency Swap Rate;
"EURO CURRENCY SWAPS" means, in relation to the Current Issuer, the Current
Issuer Euro Currency Swaps and for any other Issuer, the swap transaction(s)
documented under the Euro Currency Swap Agreements for such Issuer;
"EURO INTEREST DETERMINATION DATE" means two TARGET Business Days before the
first day of the Interest Period for which the rate will apply;
"EURO NOTES" means in relation to the Current Issuer, the Series 2 Notes and,
in relation to any other Issuer, the Notes issued by such Issuer in Euro;
"EVENT OF DEFAULT" means, as the context requires, any of the following:
(a) in relation to the Current Issuer Notes, a Current Issuer Note Event of
Default;
(b) in relation to Previous Issuer Notes issued by a Previous Issuer, a Note
Event of Default pursuant to the Terms and Conditions of such Previous
Issuer Notes;
(c) in relation to the New Notes issued by any New Issuer, a Note Event of
Default pursuant to the Terms and Conditions of such New Notes;
(d) in relation to the Current Issuer Intercompany Loan Agreement, a Current
Issuer Intercompany Loan Event of Default;
15
(e) in relation to the Previous Issuer Intercompany Loan Agreements, the
occurrence of an event of default pursuant to the Intercompany Loan Terms
and Conditions of the such Previous Issuer;
(f) in relation to any New Intercompany Loan Agreement, the occurrence of an
event of default pursuant to the Intercompany Loan Terms and Conditions
of such New Issuer;
"EXCHANGE DATE" has the meaning specified in each form of Global Note
Certificate attached as Schedule 1 to the Current Issuer Trust Deed;
"EXISTING MORTGAGE LOANS" means the Mortgage Loans in the Existing Mortgage
Portfolio;
"EXISTING MORTGAGE PORTFOLIO" means the portfolio of Initial Mortgage Loans and
Further Mortgage Loans as it is constituted as of any date of determination
prior to the Closing Date, taking account of, among other things, amortization
of Mortgage Loans in that portfolio and the addition and/or removal of any
Mortgage Loans to or from that portfolio since 26 March 2001;
"EXTRAORDINARY RESOLUTION" in relation to the Current Issuer Notes has the
meaning set out in Schedule 4 to the Current Issuer Trust Deed;
"FINAL MATURITY DATE" means:
(a) in respect of the Series 1 Class A1 Notes, the Payment Date
falling in January 2004;
(b) in respect of the Series 1 Class A2 Notes and the Series 1 Class
A3 Notes, the Payment Date falling in January 2020; and
(c) and in respect of any other Current Issuer Notes, the Payment Date
falling in January 2043;
"FINAL REPAYMENT DATE" means, in respect of the Current Issuer Intercompany
Loan, the Payment Date falling in January 2043 and in relation to any other
Intercompany Loan the date specified under the relevant Issuer Transaction
Documents;
"FINANCIAL YEAR" means, in relation to the Current Issuer, Holdings, the
Mortgages Trustee, Funding and the Current Issuer Post Enforcement Call Option
Holder, each twelve month period ending on the last day of the calendar year;
"FIXED RATE RATIO" has the meaning given to it in the Current Issuer Basis Rate
Swap Agreement;
"FIXED RATE SPREAD" has the meaning given to it in the Current Issuer Basis
Rate Swap Agreement;
"FLEXIBLE RATIO" has the meaning given to it in the Current Issuer Basis Rate
Swap Agreement;
"FLEXIBLE SPREAD" has the meaning given to it in the Current Issuer Basis Rate
Swap Agreement;
"FLEXIBLE SWAP RATE" has the meaning given to it in the Current Issuer Basis
Rate Swap Agreement;
"FORM OF PROXY" has the meaning specified in Schedule 4 to the Current Issuer
Trust Deed;
"FUNDING (CURRENT ISSUER) BANK ACCOUNT AGREEMENT" means the agreement entered
into on the Closing Date among the Account Bank, Funding and others which
governs the operation of the Funding (Current Issuer) GIC Account;
"FUNDING (CURRENT ISSUER) GUARANTEED INVESTMENT CONTRACT" means the guaranteed
investment contract entered into with respect to the Current Issuer among
Funding, the Funding GIC Provider and
16
others under which the Funding GIC Provider agrees to pay Funding a guaranteed
rate of interest on the balance from time to time of the Funding (Current
Issuer) GIC Account;
"FUNDING (CURRENT ISSUER) GIC ACCOUNT" means the account in the name of Funding
into which will be deposited amounts in respect of the related Current Issuer
Reserve Fund and the Current Issuer Liquidity Reserve Fund, if any, established
for the benefit of the Current Issuer, which account is held at the Account
Bank and maintained subject to the terms of the related Funding (Current
Issuer) Guaranteed Investment Contract, the related Funding (Current Issuer)
Bank Account Agreement and the Funding Deed of Charge, or any additional or
replacement account as may for the time being be in place with the prior
consent of the Security Trustee;
"FURTHER MORTGAGE LOANS" means any Mortgage Loan which was assigned by the
Seller to the Mortgages Trustee on 26 March 2001 under the terms of the
Mortgage Sale Agreement and referenced by its Mortgage Loan identifier number
and comprising the aggregate of all principal sums, interest, costs, charges,
expenses and other monies (including all Further Advances) due or owing with
respect to that Mortgage Loan under the relevant Mortgage Conditions by a
Borrower on the security of a Mortgage from time to time outstanding or, as the
context may require, the Borrower's obligations in respect of the same;
"GLOBAL NOTE CERTIFICATES" means the note certificates in global form issued in
respect of the Current Issuer Notes, initially in the form of the US Global
Note Certificates and the Reg S Global Note Certificates or any of them and
"GLOBAL NOTE CERTIFICATE" means any one of them;
"HOLDER" or "HOLDER" means, in relation to the Current Issuer Notes, the person
in whose name a Current Issuer Note, for the time being is registered in the
Register (or in the case of joint holders, the first named thereof);
"INDIVIDUAL NOTE CERTIFICATES" means the note certificates representing the
Current Issuer Notes in definitive form;
"INITIAL RELEVANT SCREEN RATE" has the meaning specified in Condition 4(C) of
the Current Issuer Notes;
"INSOLVENCY EVENT" in respect of the Seller, the Administrator, the Cash
Manager or the Current Issuer Cash Manager (each, for the purposes of this
definition, a "RELEVANT ENTITY") means:
(a) an order is made or an effective resolution passed for the winding up of
the Relevant Entity (except, in any such case, a winding-up or
dissolution for the purpose of a reconstruction or amalgamation the terms
of which have been previously approved by the Security Trustee);
(b) the Relevant Entity ceases or threatens to cease to carry on its business
or stops payment or threatens to stop payment of its debts or is deemed
unable to pay its debts within the meaning of section 123(a), (b), (c) or
(d) of the Insolvency Act 1986 (as amended, modified or re-enacted) or
becomes unable to pay its debts as they fall due or the value of its
assets falls to less than the amounts of its liabilities (taking into
account, for both these purposes, contingent and prospective liabilities)
or otherwise becomes insolvent;
(c) proceedings are initiated against the Relevant Entity under any
applicable liquidation, administration, reorganisation (other than a
reorganisation where the Relevant Entity is solvent) or other similar
laws, save where such proceedings are being contested in good faith; or
an administrative or other receiver, administrator or other similar
official is appointed in
17
relation to the whole or any substantial part of the undertaking or
assets of the Relevant Entity; or a distress, execution or diligence or
other process is enforced upon the whole or any substantial part of the
undertaking or assets of the Relevant Entity and in any of the foregoing
cases it is not discharged within 30 London Business Days; or if the
Relevant Entity initiates or consents to judicial proceedings relating to
itself under any applicable liquidation, administration, insolvency,
reorganisation or other similar laws or makes a conveyance or assignment
for the benefit of its creditors generally;
and in respect of the Current Issuer and Funding (for the purposes of this
definition, a "RELEVANT ENTITY"), means:
(a) except for the purposes of an amalgamation or restructuring as described
in sub-clause (b) below, the Relevant Entity ceases or threatens to cease
to carry on all or a substantial part of its business or the Relevant
Entity is deemed unable to pay its debts within the meaning of section
123(1)(a), (b), (c) or (d) of the Insolvency Act 1986 (as amended,
modified or re-enacted) or becomes unable to pay its debts within the
meaning of section 123(2) of the Insolvency Act 1986 (as amended,
modified or re-enacted); or
(b) an order is made or an effective resolution is passed for the winding up
of the Relevant Entity (except for the purposes of or pursuant to an
amalgamation, restructuring or merger previously approved by the Note
Trustee or the Security Trustee, as the case may be (or as approved in
writing by an Extraordinary Resolution (as defined in the Current Issuer
Trust Deed) of the Class A Noteholders); or
(c) proceedings are otherwise initiated against the Relevant Entity under any
applicable liquidation, insolvency, composition, reorganisation or other
similar laws (including, but not limited to, presentation of a petition
for an administration order) and (except in the case of presentation of a
petition for an administration order) such proceedings are not, in the
opinion of the Note Trustee or the Security Trustee (as the case may be),
being disputed in good faith with a reasonable prospect of success; or an
administration order being granted or an administrative receiver or other
receiver, liquidator or other similar official being appointed in
relation to the Relevant Entity or in relation to the whole or any
substantial part of the undertaking or assets of the Relevant Entity; or
an encumbrancer taking possession of the whole or any substantial part of
the undertaking or assets of the Relevant Entity, or a distress,
execution, diligence or other process being levied or enforced upon or
sued out against the whole or any substantial part of the undertaking or
assets of the Relevant Entity and such possession or process (as the case
may be) not being discharged or not otherwise ceasing to apply within 30
days; or the Relevant Entity initiating or consenting to judicial
proceedings relating to itself under applicable liquidation, insolvency,
composition, reorganisation or other similar laws or making a conveyance
or assignment for the benefit of its creditors generally;
"INTEREST AMOUNTS" has the meaning given to it under Condition 4(d) of the
Current Issuer Notes;
"INTEREST DETERMINATION DATE" means, in relation to the Current Issuer Notes:
(a) in respect of the Series 1 Notes (other than the Series 1 Class A3
Notes), the date which is two London Business Days before the first day
of the Interest Period for which the relevant interest rate will apply;
(b) in respect of the Series 1 Class A3 Notes, the date which is two London
Business Days before the first day of the immediately succeeding Interest
Period;
(c) in respect of the Sterling Notes, in respect of the first Interest
Period, the Closing Date, and in respect of subsequent Interest Periods,
the first day of the Interest Period for which the relevant interest rate
will apply;
18
(d) in respect of the Euro Notes, the date which is two TARGET Business Days
before the first day of the Interest Period for which the relevant
interest rate will apply;
"INTEREST PAYMENT DATE" means:
(a) in relation to the Series 1 Class A1 Notes, the 20th day of each
consecutive month in each year commencing on the Interest Payment Date
falling in February 2003 or, if such day is not a Business Day, the next
succeeding Business Day, up to and including the earliest of (i) the
Interest Payment Date in January 2004, (ii) the occurrence of a Trigger
Event or (iii) enforcement of the Issuer Security, and thereafter the
20th day of January, April, July and October in each year or, if such day
is not a Business Day, the next succeeding Business Day; and
(b) in relation to the Current Issuer Notes (other than the Series 1 Class A1
Notes), the 20th day of January, April, July and October in each year,
beginning in April 2003 or, if such day is not a Business Day, the next
succeeding Business Day.
"INTEREST PERIOD" means:
(a) in relation to each of the Current Issuer Notes and any Interest Payment
Date, the period from (and including) the immediately preceding Interest
Payment Date for such Current Issuer Note (or in respect of the first
Interest Period, the Closing Date) to (but excluding) the next following
(or first) Interest Payment Date for such Current Issuer Note;
(b) in relation to the Current Issuer Start-up Loan and any Payment Date, the
period from (and including) the immediately preceding Payment Date (or in
respect of the first Interest Period, the Closing Date) to (but
excluding) the next following (or first) Payment Date.
"ISSUER AMOUNT" has the meaning given to it in the Current Issuer Basis Rate
Swap Agreement;
"JERSEY SECURED PROPERTY" means, as the context requires, the Current Issuer
Jersey Secured Property or the Funding Jersey Secured Property;
"JERSEY SECURITY INTEREST" means a Security Interest created in accordance with
Jersey law pursuant to any relevant Transaction Document;
"JUNIOR NOTEHOLDERS" means the holders for the time being of the Class C Notes;
"JUNIOR NOTES" means, in relation to the Current Issuer, the Class C Notes;
"LEAD MANAGERS" means, in relation to the Current Issuer Notes (1) in respect
of the US Notes, ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ Inc. and ▇.▇. ▇▇▇▇▇▇ Securities Inc. and
(2) in respect of the Reg S Notes, Salomon Brothers International Limited and
▇.▇. ▇▇▇▇▇▇ Securities Ltd;
"MANAGERS" means, in relation to the Reg S Notes issued by the Current Issuer,
Salomon Brothers International Limited, ▇.▇. ▇▇▇▇▇▇ Securities Ltd, Barclays
Bank PLC, Bank Brussels ▇▇▇▇▇▇▇ ▇.▇., Deutsche Bank AG London and UBS AG,
acting through its business group UBS Warburg;
"MASTER DEFINITIONS SCHEDULE" means the master definitions schedule signed for
the purposes of identification by ▇▇▇▇▇ & Wood and Clifford Chance Limited
Liability Partnership on or about 26 March 2001, as has been and may be
amended, restated, varied or supplemented from time to time, which is a
schedule of the definitions used in the Transaction Documents;
"MEZZANINE NOTEHOLDERS" means the holders for the time being of the Class B
Notes;
19
"MEZZANINE NOTES" means, in relation to the Current Issuer, the Class B Notes;
"MONEY MARKET NOTES" means, in relation to the Current Issuer, the Series 1
Class A1 Notes;
"NOTE CERTIFICATES" means any Global Note Certificates or Individual Note
Certificates;
"NOTE DETERMINATION DATE" means, in relation to the Current Issuer Notes, the
Current Issuer Note Determination Date, in relation to Notes issued by any
other Issuer, the Distribution Date immediately preceding the relevant Payment
Date;
"NOTE ENFORCEMENT NOTICE" means, in relation to the Current Issuer, the Current
Issuer Note Enforcement Notice and in relation to any other Issuer, a notice
issued by the Note Trustee to such Issuer and the Security Trustee on the
occurrence of a Note Event of Default, declaring the Notes issued by that
Issuer or any class of such Notes to be due and repayable pursuant to the
Conditions of such Notes;
"NOTE EVENT OF DEFAULT" means, in relation to the Current Issuer, a Current
Issuer Note Event of Default and, in relation to any other Issuer, the
occurrence of an event of default by such Issuer as specified in the relevant
Conditions of the Notes issued by such Issuer;
"NOTEHOLDERS" means, in relation to the Current Issuer Notes, the Class A
Noteholders, the Class B Noteholders and the Class C Noteholders or any of
them, in relation to Notes issued by any other Issuer, the holders for the time
being of such Notes;
"NOTES" means, in relation to the Current Issuer, the Current Issuer Notes and,
in relation to any other Issuer, the notes issued by such Issuer;
"NOTICE" means, in respect of notice being given to the Noteholders, a notice
duly given in accordance with, in the case of the Current Issuer Notes,
Condition 14 of the Current Issuer Notes and, in the case of Notes issued by
any other Issuer, the relevant equivalent Condition of such Notes;
"OFFERING CIRCULAR" means, in relation to the Current Issuer Notes, the
offering circular dated 23 January 2003 relating to the issue of the Reg S
Notes and, in relation to Notes issued by any other Issuer, the offering
circular relating to the Reg S Notes issued by such Issuer including, in each
case, the Prospectus attached thereto;
"OFFICERS' CERTIFICATE" means with respect to any Person, a certificate signed
by any director or equivalent officer of such Person. Each such certificate
shall include the statements provided for in Clause 16 of the Current Issuer
Trust Deed if and to the extent required by the provisions thereof;
"OPINION OF COUNSEL" means an opinion in writing signed by legal counsel who
shall be acceptable to the Note Trustee and who may be counsel to the Current
Issuer or to an affiliate of the Current Issuer or to such other party as the
Note Trustee may from time to time agree. Each such opinion shall include the
statements provided for in Clause 16 of the Current Issuer Trust Deed if and to
the extent required by the provisions hereof;
"PAYING AGENT AND AGENT BANK AGREEMENT" means, in relation to the Current
Issuer, the Current Issuer Paying Agent and Agent Bank Agreement, in relation
to any other Issuer, the Paying Agent and Agent Bank Agreement with respect to
such Issuer as defined in the Issuer Master Definitions Schedule relating to
such Issuer;
"PAYING AGENTS" means the Principal Paying Agent and the US Paying Agent
initially appointed as paying agents pursuant to the Current Issuer Paying and
Agent Bank Agreement or, if applicable, any successor paying agents;
20
"PAYMENT DATE" means, in relation to the Current Issuer Notes, the twentieth
day of January, April, July and October in each year, beginning in April 2003
or if such day is not a Business Day, the next succeeding Business Day;
"POOL FACTOR" has the meaning specified in Condition 5(C) of the Current Issuer
Notes;
"POTENTIAL CURRENT ISSUER EVENT OF DEFAULT" has the same meaning as "POTENTIAL
NOTE EVENT OF DEFAULT";
"PRELIMINARY OFFERING CIRCULAR" means, in relation to the Current Issuer Notes,
the preliminary offering circular dated 7 January 2003 relating to the Reg S
Notes and, in relation to Notes issued by any other Issuer, the preliminary
offering circular relating to the Reg S Notes issued by such Issuer including,
in each case, the Preliminary Prospectus attached thereto;
"PRELIMINARY PROSPECTUS" means, in relation to the Current Issuer Notes, the
preliminary prospectus dated 7 January 2003 relating to the US Notes and, in
relation to Notes issued by any other Issuer, the preliminary prospectus
relating to the US Notes issued by such Issuer;
"PRINCIPAL AMOUNT OUTSTANDING" in relation to the Current Issuer Notes, has the
meaning set out in Condition 5(C) of the Current Issuer Notes and, in relation
to Notes issued by any other Issuer, has the meaning set out in the Conditions
of such Notes;
"PRINCIPAL PAYING AGENT" means in relation to the Current Issuer Notes,
Citibank, N.A., whose principal office is ▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇,
in its capacity as principal paying agent at its specified office initially
appointed as a principal paying agent pursuant to the Current Issuer Principal
Paying and Agent Bank Agreement or, if applicable, any successor principal
paying agent at its specified office;
"PROSPECTUS" means, in relation to the Current Issuer Notes, the prospectus
dated 23 January 2003 relating to the US Notes and, in relation to Notes issued
by any other Issuer, the prospectus relating to the US Notes issued by such
Issuer;
"PROXY" has the meaning specified in Schedule 4 to the Current Issuer Trust
Deed;
"RATE OF INTEREST" in relation to the Current Issuer Notes, has the meaning
given in Condition 4 of the Current Issuer Notes and, in relation to Notes
issued by any other Issuer, has the meaning set out in the Conditions of such
Notes;
"RATING AGENCIES" means S&P, ▇▇▇▇▇'▇ and Fitch, and "RATING AGENCY" means any
of them;
"REASONABLE PRUDENT MORTGAGE LENDER" or "REASONABLE PRUDENT MORTGAGE LENDER"
means a reasonably prudent prime residential mortgage lender lending to
Borrowers in England and Wales who generally satisfy the lending criteria of
traditional sources of residential mortgage capital;
"RECORD DATE" means the fifteenth day before the due date for any payment on
the Notes;
"REFERENCE BANKS" means the principal London office of each of Citibank N.A.,
ABN AMRO Bank N.V., Barclays Bank plc and JPMorgan Chase Bank or any bank that
replaces such bank;
"REFERENCE LENDERS" has the meaning given to it in the Current Issuer Basis
Rate Swap Agreement;
"REGISTER" means the register of Noteholders kept by the Registrar and which
records the identity of each Noteholder and the number of Notes that each
Noteholder owns;
21
"REGISTRAR" in respect of the Current Issuer Notes, means Citibank, N.A.,
acting through its office at ▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇ appointed
initially pursuant to the Current Issuer Paying Agent and Agent Bank Agreement
or, if applicable, any successor registrar at its specified office, and
procured by the Current Issuer to maintain the Register;
"REGISTRATION STATEMENT" means the registration statement on Form S-11 (No.
333-101801) as filed with the SEC;
"REGULATION S LEGEND" has the meaning given to it in Section 16 of Schedule 2
to the Current Issuer Paying Agent and Agent Bank Agreement;
"REGULATIONS" means as the context may require either (i) the Unfair Terms in
Consumer Contracts Regulations 1999 and/or, as applicable, the Unfair Terms in
Consumer Contracts Regulations 1994 or (ii) the Regulations set out in
Schedule 2 to the Current Issuer Paying Agent and Agent Bank Agreement;
"RELEVANT MARGIN" has the meaning specified in Condition 4 of the Current
Issuer Notes;
"RELEVANT NOTE" has the meaning specified in Schedule 4 to the Current Issuer
Trust Deed;
"RELEVANT SCREEN RATE" has the meaning specified in Condition 4 of the Current
Issuer Notes;
"REPRESENTATIVE" has the meaning specified in Schedule 4 to the Current Issuer
Trust Deed;
"SECURITY DOCUMENTS" means the Current Issuer Deed of Charge, the Funding Deed
of Charge and each Deed of Accession entered into pursuant to the Funding Deed
of Charge and any other security document entered into pursuant to any of the
foregoing;
"SENIOR NOTEHOLDERS" means the holders for the time being of the Class A Notes;
"SENIOR NOTES" means, in relation to the Current Issuer, the Class A Notes;
"SERIES 1 CLASS A1 DOLLAR CURRENCY SWAP" means, in relation to the Current
Issuer, the Sterling-Dollar currency swap transaction which enables the Current
Issuer to receive and pay amounts under the Current Issuer Intercompany Loan in
Sterling and to receive and pay amounts under the Series 1 Class A1 Notes in
Dollars;
"SERIES 1 CLASS A2 DOLLAR CURRENCY SWAP" means, in relation to the Current
Issuer, the Sterling-Dollar currency swap transaction which enables the Current
Issuer to receive and pay amounts under the Current Issuer Intercompany Loan in
Sterling and to receive and pay amounts under the Series 1 Class A2 Notes in
Dollars;
"SERIES 1 CLASS A3 DOLLAR CURRENCY SWAP" means, in relation to the Current
Issuer, the Sterling-Dollar currency swap transaction which enables the Current
Issuer to receive and pay amounts under the Current Issuer Intercompany Loan in
Sterling and to receive and pay amounts under the Series 1 Class A3 Notes in
Dollars;
"SERIES 1 CLASS A1 DOLLAR CURRENCY SWAP PROVIDER" means the Current Issuer
Dollar Currency Swap Provider;
"SERIES 1 CLASS A2 DOLLAR CURRENCY SWAP PROVIDER" means the Current Issuer
Dollar Currency Swap Provider;
"SERIES 1 CLASS A3 DOLLAR CURRENCY SWAP PROVIDER" means the Current Issuer
Dollar Currency Swap Provider;
22
"SERIES 1 CLASS A1 GLOBAL NOTE CERTIFICATE" means the Global Note Certificate
to be issued in respect of the Series 1 Class A1 Notes pursuant to Clause 3.1
(Global Note Certificates) of the Current Issuer Trust Deed in the form or
substantially in the form set out in Schedule 1 of the Current Issuer Trust
Deed;
"SERIES 1 CLASS A2 GLOBAL NOTE CERTIFICATE" means the Global Note Certificate
to be issued in respect of the Series 1 Class A2 Notes pursuant to Clause 3.1
(Global Note Certificates) of the Current Issuer Trust Deed in the form or
substantially in the form set out in Schedule 1 of the Current Issuer Trust
Deed;
"SERIES 1 CLASS A3 GLOBAL NOTE CERTIFICATE" means the Global Note Certificate
to be issued in respect of the Series 1 Class A3 Notes pursuant to Clause 3.1
(Global Note Certificates) of the Current Issuer Trust Deed in the form or
substantially in the form set out in Schedule 1 of the Current Issuer Trust
Deed;
"SERIES 1 CLASS A GLOBAL NOTE CERTIFICATES" means the Series 1 Class A1 Global
Note Certificate, the Series 1 Class A2 Global Note Certificate and the Series
1 Class A3 Global Note Certificate and the "SERIES 1 CLASS A GLOBAL NOTE
CERTIFICATE" means any one of them;
"SERIES 1 CLASS A NOTEHOLDERS" means the Series 1 Class A1 Noteholders, the
Series 1 Class A2 Noteholders and the Series 1 Class A3 Noteholders or any of
them;
"SERIES 1 CLASS A1 NOTEHOLDERS" means the holders for the time being of the
Series 1 Class A1 Notes;
"SERIES 1 CLASS A2 NOTEHOLDERS" means the holders for the time being of the
Series 1 Class A2 Notes;
"SERIES 1 CLASS A3 NOTEHOLDERS" means the holders for the time being of the
Series 1 Class A3 Notes;
"SERIES 1 CLASS A NOTES" means the Series 1 Class A1 Notes and the Series 2
Class A2 Notes or any of them;
"SERIES 1 CLASS A1 NOTES" means the notes comprising the $925,000,000 Floating
Rate Notes due January 2004 constituted by the Current Issuer Trust Deed in or
substantially in the forms set out in Schedules 1 and 2 thereto and for the
time being outstanding or, as the case may be, a specific number thereof and
including any replacement Series 1 Class A1 Notes issued pursuant to Condition
13 and (except for the purposes of Clause 3.1 (Global Note Certificates) and
Clause 3.2 (Forms of Global Note Certificates) of the Current Issuer Trust
Deed) the Series 1 Class A1 Global Note Certificate for so long as it has not
been exchanged in accordance with the terms thereof;
"SERIES 1 CLASS A2 NOTES" means the notes comprising the $1,225,000,000
Floating Rate Notes due January 2020 constituted by the Current Issuer Trust
Deed in or substantially in the forms set out in Schedules 1 and 2 thereto and
for the time being outstanding or, as the case may be, a specific number
thereof and including any replacement Series 1 Class A2 Notes issued pursuant
to Condition 13 and (except for the purposes of Clause 3.1 (Global Note
Certificates) and Clause 3.2 (Forms of Global Note Certificates) of the Current
Issuer Trust Deed) the Series 1 Class A2 Global Note Certificate for so long as
it has not been exchanged in accordance with the terms thereof;
"SERIES 1 CLASS A3 NOTES" means the notes comprising the $300,000,000 Floating
Rate Notes due January 2020 constituted by the Current Issuer Trust Deed in or
substantially in the forms set out in
23
Schedules 1 and 2 thereto and for the time being outstanding or, as the case
may be, a specific number thereof and including any replacement Series 1 Class
A3 Notes issued pursuant to Condition 13 and (except for the purposes of Clause
3.1 (Global Note Certificates) and Clause 3.2 (Forms of Global Note
Certificates) of the Current Issuer Trust Deed) the Series 1 Class A3 Global
Note Certificate for so long as it has not been exchanged in accordance with
the terms thereof;
"SERIES 1 CLASS B DOLLAR CURRENCY SWAP" means, in relation to the Current
Issuer, the Sterling-Dollar currency swap transaction, which enables the
Current Issuer to receive and pay amounts under the Current Issuer Intercompany
Loan in Sterling and to receive and pay amounts under the Series 1 Class B
Notes in Dollars;
"SERIES 1 CLASS B DOLLAR CURRENCY SWAP PROVIDER" means the Current Issuer
Dollar Currency Swap Provider;
"SERIES 1 CLASS B GLOBAL NOTE CERTIFICATE" means the Global Note Certificate to
be issued in respect of the Series 1 Class B Notes pursuant to Clause 3.1
(Global Note Certificates) of the Current Issuer Trust Deed in the form or
substantially in the form set out in Schedule 1 of the Current Issuer Trust
Deed;
"SERIES 1 CLASS B NOTEHOLDERS" means the holders for the time being of the
Series 1 Class B Notes;
"SERIES 1 CLASS B NOTES" means the notes comprising the $42,000,000 Floating
Rate Notes due January 2043 constituted by the Current Issuer Trust Deed in or
substantially in the forms set out in Schedules 1 and 2 thereto and for the
time being outstanding or, as the case may be, a specific number thereof and
including any replacement Series 1 Class B Notes issued pursuant to Condition
13 and (except for the purposes of Clause 3.1 (Global Note Certificates) and
Clause 3.2 (Form of Global Note Certificates) of the Current Issuer Trust Deed)
the Series 1 Class B Global Note Certificate for so long as it has not been
exchanged in accordance with the terms thereof;
"SERIES 1 CLASS C DOLLAR CURRENCY SWAP" means, in relation to the Current
Issuer, the Sterling-Dollar currency swap transaction, which enables the
Current Issuer to receive and pay amounts under the Current Issuer Intercompany
Loan in Sterling and to receive and pay amounts under the Series 1 Class C
Notes in Dollars;
"SERIES 1 CLASS C DOLLAR CURRENCY SWAP PROVIDER" means the Current Issuer
Dollar Currency Swap Provider;
"SERIES 1 CLASS C GLOBAL NOTE CERTIFICATE" means the Global Note Certificate to
be issued in respect of the Series 1 Class C Notes pursuant to Clause 3.1
(Global Note Certificates) of the Current Issuer Trust Deed in the form or
substantially in the form set out in Schedule 1 of the Current Issuer Trust
Deed;
"SERIES 1 CLASS C NOTEHOLDERS" means the holders for the time being of the
Series 1 Class C Notes;
"SERIES 1 CLASS C NOTES" means the notes comprising the $56,000,000 Floating
Rate Notes due January 2043 constituted by the Current Issuer Trust Deed in or
substantially in the forms set out in Schedules 1 and 2 thereto and for the
time being outstanding or, as the case may be, a specific number thereof and
includes any replacement Series 1 Class C Notes issued pursuant to Condition 13
and (except for the purposes of Clause 3.1 (Global Note Certificates) and
Clause 3.2 (Forms of Global Note Certificates) of the Current Issuer Trust
Deed) the Series 1 Class C Global Note Certificate for so long as it has not
been exchanged in accordance with the terms thereof;
24
"SERIES 1 GLOBAL NOTE CERTIFICATES" means collectively the Series 1 Class A
Global Note Certificates, the Series 1 Class B Global Note Certificate and the
Series 1 Class C Global Note Certificate and "SERIES 1 GLOBAL NOTE CERTIFICATE"
means any one of them;
"SERIES 1 NOTES" means collectively the Series 1 Class A Notes, the Series 1
Class B Notes and the Series 1 Class C Notes;
"SERIES 2 CLASS A EURO CURRENCY SWAP" means, in relation to the Current Issuer,
the Sterling-Euro currency swap transaction which enables the Current Issuer to
receive and pay amounts under the Current Issuer Intercompany Loan in Sterling
and to receive and pay amounts under the Series 2 Class A Notes in Euro;
"SERIES 2 CLASS A GLOBAL NOTE CERTIFICATE" means the Global Note Certificate to
be issued in respect of the Series 2 Class A Notes pursuant to Clause 3.1
(Global Note Certificates) of the Current Issuer Trust Deed in the form or
substantially in the form set out in Schedule 1 of the Current Issuer Trust
Deed;
"SERIES 2 CLASS A NOTEHOLDERS" means the holders for the time being of the
Series 2 Class A Notes;
"SERIES 2 CLASS A NOTES" means the notes comprising the * 900,000,000 Floating
Rate Notes due January 2043 constituted by the Current Issuer Trust Deed in or
substantially in the forms set out in Schedules 1 and 2 thereto and for the
time being outstanding or, as the case may be, a specific number thereof and
including any replacement Series 2 Class A Notes issued pursuant to Condition
13 and (except for the purposes of Clause 3.1 (Global Note Certificates) and
Clause 3.2 (Forms of Global Note Certificates) of the Current Issuer Trust
Deed) the Series 2 Class A Global Note Certificate for so long as it has not
been exchanged in accordance with the terms thereof;
"SERIES 2 CLASS B EURO CURRENCY SWAP" means, in relation to the Current Issuer,
the Sterling-Euro currency swap transaction which enables the Current Issuer to
receive and pay amounts under the Current Issuer Intercompany Loan in Sterling
and to receive and pay amounts under the Series 2 Class B Notes in Euro;
"SERIES 2 CLASS B GLOBAL NOTE CERTIFICATE" means the Global Note Certificate to
be issued in respect of the Series 2 Class B Notes pursuant to Clause 3.1
(Global Note Certificates) of the Current Issuer Trust Deed in the form or
substantially in the form set out in Schedule 1 of the Current Issuer Trust
Deed;
"SERIES 2 CLASS B NOTEHOLDERS" means the holders for the time being of the
Series 2 Class B Notes;
"SERIES 2 CLASS B NOTES" means the notes each comprising the * 62,000,000
Floating Rate Notes due January 2043 constituted by the Current Issuer Trust
Deed in or substantially in the forms set out in Schedules 1 and 2 thereto and
for the time being outstanding or, as the case may be, a specific number
thereof and including any replacement Series 2 Class B Notes issued pursuant to
Condition 13 and (except for the purposes of Clause 3.1 (Global Note
Certificates) and Clause 3.2 (Forms of Global Note Certificates) of the Current
Issuer Trust Deed) the Series 2 Class B Global Note Certificate for so long as
it has not been exchanged in accordance with the terms thereof;
"SERIES 2 CLASS C EURO CURRENCY SWAP" means, in relation to the Current Issuer,
the Sterling-Euro currency swap transaction which enables the Current Issuer to
receive and pay amounts under the Current Issuer Intercompany Loan in Sterling
and to receive and pay amounts under the Series 2 Class C Notes in Euro;
25
"SERIES 2 CLASS C GLOBAL NOTE CERTIFICATE means the Global Note Certificate to
be issued in respect of the Series 2 Class C Notes pursuant to Clause 3.1
(Global Note Certificates) of the Current Issuer Trust Deed in the form or
substantially in the form set out in Schedule 1 of the Current Issuer Trust
Deed;
"SERIES 2 CLASS C NOTEHOLDERS" means the holders for the time being of the
Series 2 Class C Notes;
"SERIES 2 CLASS C NOTES" means the notes comprising the [e] 94,500,000 Floating
Rate Notes due January 2043 constituted by the Current Issuer Trust Deed in or
substantially in the forms set out in Schedules 1 and 2 thereto and for the
time being outstanding or, as the case may be, a specific number thereof and
including any replacement Series 2 Class C Notes issued pursuant to Condition
13 and (except for the purposes of Clause 3.1 (Global Note Certificates) and
Clause 3.2 (Forms of Global Note Certificates) of the Current Issuer Trust
Deed) the Series 2 Class C Global Note Certificate for so long as it has not
been exchanged in accordance with the terms thereof;
"SERIES 2 GLOBAL NOTE CERTIFICATES" means collectively the Series 2 Class A
Global Note Certificate, the Series 2 Class B Global Note Certificate and the
Series 2 Class C Global Note Certificate and "SERIES 2 GLOBAL NOTE
CERTIFICATE" means any one of them;
"SERIES 2 NOTES" means collectively the Series 2 Class A Notes, the Series 2
Class B Notes and the Series 2 Class C Notes;
"SERIES 3 CLASS A GLOBAL NOTE CERTIFICATE" means the Global Note Certificate to
be issued in respect of the Series 3 Class A Notes pursuant to Clause 3.1
(Global Note Certificates) of the Current Issuer Trust Deed in the form or
substantially in the form set out in Schedule 1 of the Current Issuer Trust
Deed;
"SERIES 3 CLASS A NOTEHOLDERS" means the holders for the time being of the
Series 3 Class A Notes;
"SERIES 3 CLASS A NOTES" means the notes comprising the
{pound-sterling}665,000,000 Floating Rate Notes due January 2043 constituted by
the Current Issuer Trust Deed in or substantially in the forms set out in
Schedules 1 and 2 thereto and for the time being outstanding or, as the case
may be, a specific number thereof and including any replacement Series 3 Class
A Notes issued pursuant to Condition 13 and (except for the purposes of Clause
3.1 (Global Note Certificates) and Clause 3.2 (Forms of Global Note
Certificates) of the Current Issuer Trust Deed) the Series 3 Class A Global
Note Certificate for so long as it has not been exchanged in accordance with
the terms thereof;
"SERIES 3 CLASS B GLOBAL NOTE CERTIFICATE" means the Global Note Certificate to
be issued in respect of the Series 3 Class B Notes pursuant to Clause 3.1
(Global Note Certificates) of the Current Issuer Trust Deed in the form or
substantially in the form set out in Schedule 1 of the Current Issuer Trust
Deed;
"SERIES 3 CLASS B NOTEHOLDERS" means the holders for the time being of the
Series 3 Class B Notes;
"SERIES 3 CLASS B NOTES" means the notes comprising the
{pound-sterling}31,000,000 Floating Rate Notes due January 2043 constituted by
the Current Issuer Trust Deed in or substantially in the forms set out in
Schedules 1 and 2 thereto and for the time being outstanding or, as the case
may be, a specific number thereof and including any replacement Series 3 Class
B Notes issued pursuant to Condition 13 and (except for the purposes of Clause
3.1 (Global Note Certificates) and Clause 3.2 (Forms of Global Note
Certificates) of the Current Issuer Trust Deed) the Series 3 Class B Global
Note Certificate for so long as it has not been exchanged in accordance with
the terms thereof;
26
"SERIES 3 CLASS C GLOBAL NOTE CERTIFICATE means the Global Note Certificate to
be issued in respect of the Series 3 Class C Notes pursuant to Clause 3.1
(Global Note Certificates) of the Current Issuer Trust Deed in the form or
substantially in the form set out in Schedule 1 of the Current Issuer Trust
Deed;
"SERIES 3 CLASS C NOTEHOLDERS" means the holders for the time being of the
Series 3 Class C Notes;
"SERIES 3 CLASS C NOTES" means the notes comprising the
{pound-sterling}41,000,000 Floating Rate Notes due January 2043 constituted by
the Current Issuer Trust Deed in or substantially in the forms set out in
Schedules 1 and 2 thereto and for the time being outstanding or, as the case
may be, a specific number thereof and including any replacement Series 3 Class
C Notes issued pursuant to Condition 13 and (except for the purposes of Clause
3.1 (Global Note Certificates) and Clause 3.2 (Forms of Global Note
Certificates) of the Current Issuer Trust Deed) the Series 3 Class C Global
Note Certificate for so long as it has not been exchanged in accordance with
the terms thereof;
"SERIES 3 GLOBAL NOTE CERTIFICATES" means collectively the Series 3 Class A
Global Note Certificate, the Series 3 Class B Global Note Certificate and the
Series 3 Class C Global Note Certificate and "SERIES 3 GLOBAL NOTE CERTIFICATE"
means any one of them;
"SERIES 3 NOTES" means collectively the Series 3 Class A Notes, the Series 3
Class B Notes and the Series 3 Class C Notes;
"SPECIFIED OFFICE" means, as the context may require, in relation to any of the
Agents, the office specified against the name of such Agent in the Current
Issuer Paying Agent and Agent Bank Agreement or such other specified notice as
may be notified to the Current Issuer and the Note Trustee pursuant to the
Current Issuer Paying Agent and Agent Bank Agreement;
"STEP-UP DATE" means the Payment Date in respect of an Issuer on which the
interest rate on the Notes issued by such Issuer increases by a pre-determined
amount following the payment made by such Issuer on such Payment Date, which
date in respect of the Current Issuer is the Payment Date occurring in April
2008;
"STERLING NOTES" means, in relation to the Current Issuer, the Series 3 Notes
and, in relation to any other Issuer, the Notes issued by such Issuer in
▇▇▇▇▇▇▇▇;
"SUBORDINATED PRINCIPAL TEST":
(a) in respect of the Current Issuer Notes, means the test which is satisfied
(1) on any Payment Date occurring on or after the fourth anniversary of
the Closing Date; and (2) on any Payment Date on which (a) the percentage
equal to the aggregate Principal Amount Outstanding of the Class B Notes
and the Class C Notes as at that Payment Date over the aggregate
Principal Amount Outstanding of the Current Issuer Notes as at that
Payment Date is greater than (b) the product of (i) 2 and (ii) the
percentage equal to the aggregate Principal Amount Outstanding of the
Class B Notes and the Class C Notes as at the Closing Date over the
aggregate Principal Amount Outstanding of the Current Issuer Notes as at
the Closing Date;
(b) in respect of any Previous Issuer Notes, has the meaning given to it in
the Issuer Master Definitions Schedule relating to that Previous Issuer;
or
(c) in respect of any New Notes issued by any New Issuer, has the meaning
given to it in the Issuer Master Definitions Schedule relating to that
New Issuer;
27
"SWAP COLLATERAL" means any asset (including, without limitation, Cash and/or
securities) paid or transferred to the Current Issuer by a Current Issuer Swap
Provider in accordance with the terms of the relevant Current Issuer Swap
Agreement as collateral to secure the performance of that Current Issuer Swap
Provider's obligations under the relevant Current Issuer Swap Agreement
together with any income or distributions received in respect of such asset and
any equivalent of or replacement of such asset into which such asset is
transformed;
"SWAP COLLATERAL ACCOUNTS" means the Swap Collateral Cash Account and the Swap
Collateral Securities Account;
"SWAP COLLATERAL ANCILLARY DOCUMENT" means any document (including, without
limitation, any custodial agreement or bank account agreement but excluding the
Current Issuer Swap Agreements, the Current Issuer Cash Management Agreement
and the Current Issuer Deed of Charge) as may be entered into by the Issuer
from to time in connection with Swap Collateral;
"SWAP COLLATERAL AVAILABLE PRINCIPAL AMOUNT" means, at any time, the amount of
Swap Collateral which under the terms of the relevant Current Issuer Swap
Agreement may be applied at that time in satisfaction of the relevant Current
Issuer Swap Provider's obligations to the Current Issuer to the extent that
such obligations relate to payments to be made in connection with the Current
Issuer Pre-Enforcement Principal Priority of Payments or Current Issuer Post-
Enforcement Priority of Payments, as the case may be;
"SWAP COLLATERAL AVAILABLE REVENUE AMOUNT" means, at any time, the amount of
Swap Collateral which under the terms of the relevant Current Issuer Swap
Agreement may be applied at that time in satisfaction of the relevant Current
Issuer Swap Provider's obligations to the Current Issuer to the extent that
such obligations relate to payments to be made in connection with the Current
Issuer Pre-Enforcement Revenue Priority of Payments or Current Issuer Post-
Enforcement Priority of Payments, as the case may be;
"SWAP COLLATERAL CASH ACCOUNT" means an account opened in the name of the
Current Issuer for the purpose of holding Swap Collateral in Cash and
maintained in accordance with the terms of the Current Issuer Cash Management
Agreement;
"SWAP COLLATERAL EXCLUDED AMOUNT" means, at any time, the amount of Swap
Collateral which may not be applied at that time in satisfaction of the
relevant Current Issuer Swap Provider's obligations to the Current Issuer under
the terms of the relevant Current Issuer Swap Agreement;
"SWAP COLLATERAL LEDGER" means the ledger and any sub-ledgers maintained by the
Current Issuer Cash Manager in the books of the Current Issuer in accordance
with Clause 5.6 (Posted Collateral) of the Current Issuer Cash Management
Agreement;
"SWAP COLLATERAL SECURITIES ACCOUNT" means a securities account opened in the
name of the Current Issuer for the purpose of holding Swap Collateral in the
form of securities and maintained in accordance with the terms of the Current
Issuer Cash Management Agreement;
"SWAP PROVIDER AMOUNT" has the meaning given to it in the Current Issuer Basis
Rate Swap Agreement;
"SWAP REPLACEMENT PAYMENT" means any amount received by the Current Issuer from
a replacement to any of the Current Issuer Swap Providers upon entry by the
Current Issuer into an
28
agreement with such replacement swap provider replacing a Current Issuer Swap
Agreement which has terminated following the occurrence of a Downgrade
Termination Event;
"TELERATE PAGE NO. 3750" means the display designated as Page 3750 on the ▇▇▇-
▇▇▇▇▇/Telerate Monitor Service (or such other page as may replace Telerate Page
No. 3750 on that service or such other service as may be nominated by the
British Bankers' Association (including the Reuters Screen) as the information
vendor for the purposes of displaying British Bankers' Association Interest
Settlement Rates for deposits in the currency concerned);
"THREE MONTH LIBOR" has the meaning given to it in the Current Issuer Basis
Rate Swap Agreement;
"TRANSACTION DOCUMENT" means any of the following documents:
(a) the Mortgages Trust Deed;
(b) the Mortgage Sale Agreement;
(c) the Funding Deed of Charge;
(d) the Administration Agreement;
(e) the Cash Management Agreement;
(f) the Funding Guaranteed Investment Contract;
(g) the Mortgages Trustee Guaranteed Investment Contract;
(h) the Bank Account Agreement;
(i) the Collection Bank Agreement;
(j) the Share Trust Deed;
(k) Corporate Services Agreement; and
(l) Current Issuer Transaction Documents;
"TRANSFER AGENT" means Citibank, N.A., acting through its Specified Office at ▇
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇, and initially appointed by the Current
Issuer under the Current Issuer Paying Agent and Agent Bank Agreement to
administer the transfer of Current Issuer Notes, or such other person for the
time being acting as Transfer Agent under the Current Issuer Paying Agent and
Agent Bank Agreement;
"TRUST DEED" means, in relation to the Current Issuer, the Current Issuer Trust
Deed and, in relation to any other Issuer, the trust deed entered into on the
relevant Closing Date constituting the Notes issued by such Issuer;
"TRUSTEE ACTS" means both the Trustee Act 1925 and the Trustee Act 2000 of
England and Wales;
"UNDERWRITERS" means, in relation to the US Notes issued by the Current Issuer,
▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ Inc, ▇.▇. ▇▇▇▇▇▇ Securities Inc., ▇▇▇▇▇▇ Brothers Inc.,
▇▇▇▇▇▇▇ Lynch, ▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇ Incorporated and UBS Warburg;
29
"US PAYING AGENT" means Citibank N.A. acting through its New York office as
paying agent in the United States of America;
"VARIABLE RATE RATIO" has the meaning given to it in the Current Issuer Basis
Rate Swap Agreement;
"VARIABLE RATE SPREAD" has the meaning given to it in the Current Issuer Basis
Rate Swap Agreement;
"VARIABLE RATE SWAP SVR" has the meaning given to it in the Current Issuer
Basis Rate Swap Agreement; and
"WEIGHTED AVERAGE FIXED RATE" has the meaning given to it in the Current Issuer
Basis Rate Swap Agreement.
2. INTERPRETATION AND CONSTRUCTION
Any reference in this Issuer Master Definitions Schedule or any Transaction
Document to:
"AGREED FORM" means, in relation to any document, the draft of that
document the form of which has been agreed between the parties thereto
(or if such document is delivered pursuant to another Transaction
Document, between the parties to such Transaction Document) and
initialled on their behalf for the purpose of identification;
the "ASSETS" of any person shall be construed as a reference to the whole
or any part of its business, undertakings, property, intellectual
property, shares, securities, debts, accounts, revenues (including any
right to receive revenues), goodwill, shareholdings and uncalled capital
including premium whether now or hereafter acquired and any other assets
whatsoever;
"DISPOSAL" shall be construed as any sale, lease, transfer, conveyance,
assignment, assignation, licence, sub-licence or other disposal and
"DISPOSE" shall be construed accordingly;
a "GUARANTEE" means any guarantee, bond, indemnity, letter of credit,
third party security or other legally binding assurance against financial
loss granted by one person in respect of any indebtedness of another
person, or any agreement to assume any indebtedness of any other person
or to supply funds or to invest in any manner whatsoever in such other
person by reason of, or otherwise in relation to, indebtedness of such
other person;
"INDEBTEDNESS" shall be construed so as to include any obligation
(whether incurred as principal or as surety) for the payment or repayment
of money, whether present or future, actual or contingent;
a "MONTH" is a reference to a period starting on one day in a calendar
month and ending on the numerically corresponding day in the next
calendar month save that, where any such period would otherwise end on a
day which is not a business day, it shall end on the next business day,
unless that day falls in the calendar month succeeding that in which it
would otherwise have ended, in which case it shall end on the preceding
business day, provided that, if a period starts on the last business day
in a calendar month or if there is no numerically corresponding day in
the month in which that period ends, that period shall end on the last
business day in that later month (and references to "MONTHS" shall be
construed accordingly);
30
"PARTY" shall be construed as a party to a particular agreement, as the
case may be;
"SUBSIDIARY" means, (a) a subsidiary within the meaning of Section 736 of
the Companies Act 1985, and (b) unless the context requires otherwise, a
subsidiary undertaking within the meaning of Section 258 of the Companies
Act 1985;
"VAT" means value added tax imposed by the United Kingdom as referred to
in the Value Added Tax Act 1994 and legislation (whether delegated or
otherwise) replacing the same or supplemental thereto or in any primary
or subordinate legislation promulgated by the European Union or any
official body or agency thereof, and any similar turnover tax replacing
or introduced in addition to any of the same;
a "WHOLLY-OWNED SUBSIDIARY" of a company or corporation shall be
construed as a reference to any company or corporation which has no other
members except that other company or corporation and that other company's
or corporation's wholly-owned subsidiaries or persons acting on behalf of
that other company or corporation or its wholly-owned subsidiaries; and
the "WINDING-UP" or "ADMINISTRATION" of a company or corporation shall be
construed so as to include any equivalent or analogous proceedings under
the law of the jurisdiction in which such company or corporation is
incorporated or any jurisdiction in which such company or corporation
carries on business including the seeking of liquidation, winding-up,
bankruptcy, reorganisation, dissolution, administration, arrangement,
adjustment, protection or relief of debtors.
2.1 "{pound-sterling}", "STERLING", "STERLING" or "POUNDS STERLING" denotes the
lawful currency for the time being of the United Kingdom of Great Britain
and Northern Ireland; "[e]", "EURO" or "EURO" denotes the lawful currency
for the time being of the member states of the European Union that adopt
the single currency introduced at the start of the third stage of European
Economic Monetary Union pursuant to the Treaty of Rome of 25th March, 1957,
establishing the European Community as amended from time to time and as
amended by, inter alia, the Treaty of European Union of 7th February, 1992;
"$", "US$", "US DOLLARS", "DOLLARS" or "DOLLARS" denotes the lawful
currency for the time being of the United States of America.
2.2 In this Issuer Master Definitions Schedule and in any of the Transaction
Documents in which this Issuer Master Definitions Schedule is expressed
to be incorporated or to which this Issuer Master Definitions Schedule is
expressed to apply:
(a) words denoting the singular number only shall include the plural
number also and vice versa;
(b) words denoting one gender only shall include the other genders;
(c) words denoting persons only shall include firms and corporations
and vice versa;
(d) references to any statutory provision shall be deemed also to
refer to any statutory modification or re-enactment thereof or any
statutory instrument, order or regulation made thereunder or under
any such re-enactment;
(e) references to any agreement or other document (including any of
the Transaction Documents) shall be deemed also to refer to such
agreement or document as amended, varied, supplemented or novated
from time to time;
31
(f) clause, paragraph and schedule headings are for ease of reference
only;
(g) reference to a statute shall be construed as a reference to such
statute as the same may have been, or may from time to time be,
amended or re-enacted to the extent such amendment or re-enactment
is substantially to the same effect as such statute on the date
hereof;
(h) unless stated otherwise reference to a time of day shall be
construed as a reference to London (GMT) time; and
(i) references to any person shall include references to his
successors, transferees and assigns and any person deriving title
under or through him.
2.3 Save as provided otherwise, where any obligation in a Transaction
Document is owed to more than one party that obligation is owed to each
of them separately and may be enforced by any of them.
2.4 Where a term is used but not defined in this Issuer Master Definitions
Schedule, that term shall have the meaning indicated in the Master
Definitions Schedule.
3. GOVERNING LAW
This Issuer Master Definitions Schedule is governed by, and shall be construed
in accordance with, the laws of England.
32
SCHEDULE 1
STANDARD DOCUMENTATION
PART 1 DOCUMENTS USED IN THE ORIGINATION OF ANY MORTGAGE TYPE
SABW DOCUMENT REFERENCE USAGE PERIOD AND NOTES
A MORTGAGE BROCHURES
A1 Hard to beat - Mortgages Dev 3 1.6.95 From 1 Jun 1995 to Apr 1997
- An Introduction
Northern Rock Building
Society
A2 Hard to Beat - Keeping DEV 93 From 19 Jun 1995
the Benefits Once Your 19.06.1995
Mortgage Ends
Northern Rock Building
Society
A3 Mortgages - A guide to Dev 143 1.7.95 From 1 Jul 1995 to Jul 1995
costs
Northern Rock Building
Society
A4 Mortgages - A guide to Dev 143 14.7.95 From 14 Jul 1995 to Sep 1995
costs
Northern Rock Building
Society
A5 Mortgages - A guide to Dev 143 4.9.95 From 4 Sep 1995 to Nov 1995
costs
Northern Rock Building
Society
A6 Mortgages - A guide to Dev ▇▇▇ ▇▇.▇▇.▇▇ From 30 Nov 1995 to Dec 1995
costs
Northern Rock Building
Society
A7 Mortgages - A guide to Dev ▇▇▇ ▇▇.▇▇.▇▇ From 13 Dec 1995 to Mar 1996
costs
Northern Rock Building
Society
A8 Mortgages - A guide to Dev 143 8.3.96 From 8 Mar 1996 to Jun 1996
costs
Northern Rock Building
Society
A9 Mortgages - A guide to Dev 143 10.6.96 From 10 Jun 1996 to Feb 1997
costs
Northern Rock Building
Society
A10 Hard to Beat - Keeping DEV 93 From 1 Sept 1996
the Benefits Once Your 01.9.1996
Mortgage Ends
Northern Rock Building
Society
A11 Mortgages - A guide to Dev 143 11.2.97 From 11 Feb 1997 to Mar 1997
costs
Northern Rock Building
Society
A12 You and your mortgage -
The Mortgage Code
[Introductory leaflet]
A13 The Mortgage Code First Edition: From Mar 1997
March 1997
A14 Mortgages - A guide to Dev 143 27.3.97 From 27 Mar 1997 to May 1997
costs
Northern Rock Building
Society
A15 Hard to beat - Mortgages Dev 3 10.4.97 From 10 Apr 1997 to Jul 1997
- An Introduction
Northern Rock Building
Society
A16 Mortgages - A guide to Dev 143 6.5.97 From 6 May 1997 to Jul 1997
costs
Northern Rock Building
Society
A17 Hard to beat - Mortgages Dev 3 1.7.97 From 1 Jul 1997 to Oct 1997
- An Introduction
Northern Rock Building
Society
A18 Mortgages - A guide to Dev 143 11.7.97 From 11 Jul 1997 to Oct 1997
costs - Hard to Beat
Northern Rock Building
Society
1
SABW DOCUMENT REFERENCE USAGE PERIOD AND NOTES
A19 Hard to beat - Mortgages MAR 1 1.10.97 From 1 Oct 1997 to Dec 1997
- An Introduction
Northern Rock plc
A20 Mortgages - A guide to MAR 2 1.10.97 From 1 Oct 1997 to Nov 1997
costs - Hard to Beat
Northern Rock plc
A21 Hard to Beat - Keeping MAR 9 From 1 Oct 1997
the Benefits Once Your 01.10.1997
Mortgage Ends
Northern Rock plc
A22 Mortgages - A guide to MAR 2 12.11.97 From 12 Nov 1997 to Feb 1998
costs - Hard to Beat
Northern Rock plc
A23 Hard to beat - Mortgages MAR 1 15.12.97 From 15 Dec 1997 to Feb 1998
- An Introduction
Northern Rock plc
A24 Hard to beat - Mortgages MAR 1 12.2.98 From 12 Feb 1998 to Oct 1998
- An Introduction
Northern Rock plc
A25 Mortgages - A guide to MAR 2 12.2.98 From 12 Feb 1998 to Jun 1998
costs - Hard to Beat
Northern Rock plc
A26 Hard to Beat - Keeping MAR 9 From 12 Feb 1998
the Benefits Once Your 12.2.1998
Mortgage Ends
Northern Rock plc
A27 The Mortgage Code Second Edition: From Apr 1998
April 1998
A28 Mortgages - A guide to MAR 2/8267 From 17 Jun 1998 to Oct 1998
costs - Hard to Beat 17.6.98
Northern Rock plc
A29 Hard to Beat - Keeping MAR 9/8375 From 1 Aug 1998
the Benefits Once Your 01.8.1998
Mortgage Ends
Northern Rock plc
A30 Mortgages - A guide to MAR 2/8528 From 8 Oct 1998 to Nov 1998
costs - Hard to Beat 8.10.98
Northern Rock plc
A31 Hard to beat - Mortgages MAR 1 23.10.98 From 23 Oct 1998 to Feb 1999
- An Introduction
Northern Rock plc
A32 Mortgages - A guide to MAR 2/8600 From 5 Nov 1998 to Jan 1999
costs - Hard to Beat 5.11.98
Northern Rock plc
A33 Mortgages - A guide to MAR 2/8729 7.1.99From 7 Jan 1999 to Feb 1999
costs - Hard to Beat
Northern Rock plc
A34 Mortgages - A guide to MAR 2/8789 4.2.99From 4 Feb 1999 to Apr 1999
costs - Hard to Beat
Northern Rock plc
A35 Mortgages - An MAR 1 25.2.99 From 25 Feb 1999 to Jun 1999
Introduction
Northern Rock plc
A36 Mortgages - A guide to MAR 2/8923 From 13 Apr 1999 to to Jun 1999
costs - Hard to Beat 13.4.99
Northern Rock plc
A37 Mortgages - the details MAR 23/8958 From 16 Jun 1999 to Jan 2000
Northern Rock plc 16.6.99
A38 Mortgages - the costs MAR 244/8958 From 16 Jun 1999 to Jun 1999
Northern Rock plc 16.6.99
A39 Mortgages - the costs MAR 244/9115 From 28 Jun 1999 to Nov 1999
Northern Rock plc 28.6.99
A40 Mortgages - the costs MAR 244/9489 From 9 Nov 1999 to Jan 2000
Northern Rock plc 9.11.99
A41 Mortgages - the details MAR 235/9611 From 4 Jan 2000 to May 2000
Northern Rock plc 4.1.2000
2
SABW DOCUMENT REFERENCE USAGE PERIOD AND NOTES
A42 Mortgages - the costs MAR 244/9679 From 17 Jan 2000 to Mar 2000
Northern Rock plc 17.1.2000
A43 Be straight with me - MAR 244/9815 From 4 Mar 2000 to Apr 2000
Mortgage costs in black 4.3.2000
and white
Northern Rock plc
A44 Safe & Sure - Keeping MAR 9/9895 From 14 Mar 2000
the Benefits Once Your 14.3.2000
Mortgage Ends
Northern Rock plc
A45 Be straight with me - MAR 244/10029 From 27 Apr 2000 to Jan 2001
Mortgage costs in black 27.4.2000
and white
Northern Rock plc
A46 Give me the facts - MAR 235/9666 From 1 May 2000 to Oct 2000
Mortgage details and 5.2000
explained
Northern Rock plc
A47 Give me a choice - MAR 236/10198 From 28 Jun 2000 to Aug 2000
Mortgage deals to suit and 28.6.2000
everyone
Northern Rock plc
A48 Give me a choice - MAR 236/10332 From 4 Aug 2000
Mortgage deals to suit 4.8.2000
everyone
Northern Rock plc
A49 Give me the facts - MAR 235/10554 From Oct 2000 to Jan 2001
Mortgage details and 10.2000
explained
Northern Rock plc
A50 Give me the facts MAR 235/10899 From 10 Jan 2001 to Sep 2001
Northern Rock plc
A51 Be straight with me - MAR 244/10868 From 10 Jan 2001 to Feb 2001
Mortgage costs in black 10.1.2001
and white
Northern Rock plc
A52 Be straight with me - MAR 244/10998 From 8 Feb 2001 to Apr 2001
Mortgage costs in black 8.2.2001
and white
Northern Rock plc
A53 Be straight with me - MAR 244/11170 From 5 Apr 2001 to May 2001
Mortgage costs in black 5.4.2001
and white
Northern Rock plc
A54 Be straight with me - MAR 244/11281 From 10 May 2001 to Aug 2001
Mortgage costs in black 10.5.2001
and white
Northern Rock plc
A55 Be straight with me - MAR 244/11592 From 2 Aug 2001 to sep 2001
Mortgage costs in black 2.8.2001
and white
Northern Rock plc
A56 Give me the facts MAR 235/11679 From 3 Sep 2001
Northern Rock plc 3.9.2001
A57 Be straight with me - MAR 244/11592 From 3 Sep 2001 to Sep 2001
Mortgage costs in black 3.9.2001
and white
Northern Rock plc
A58 Be straight with me - MAR 244/11807 From 19 Sep 2001 to Oct 2001
Mortgage costs in black 19.9.2001
and white
Northern Rock plc
A59 Be straight with me - MAR 244/11855 From 4 Oct 2001 to Nov 2001
Mortgage costs in black 4.10.2001
and white
Northern Rock plc
3
SABW DOCUMENT REFERENCE USAGE PERIOD AND NOTES
A60 Be straight with me - MAR 244/11973 From 8 Nov 2001
Mortgage costs in black 8.11.2001
and white
Northern Rock plc
A61 Safe & Sure - Keeping MAR 9/12119 From 12 Dec 2001
the Benefits Once Your 12.12.2001
Mortgage Ends
Northern Rock plc
A62 Give me the facts MAR 235/12189 From 9 Jan 2002
Northern Rock plc 9.1.2002
A63 All you need to know MAR 235/12275 From 21 Jan 2002
about mortgages 21.1.2002
Northern Rock plc
A64 Be straight with me - MAR 244/12486 From 1 Apr 2002
Mortgage costs in black 1.4.2002
and white
Northern Rock plc
A65 All you need to know MAR 235/12537 From 9 May 2002
about mortgages 9.5.2002
Northern Rock plc
A66 Be straight with me - MAR 244/12539 From 9 May 2002
Mortgage costs in black 9.5.2002
and white
Northern Rock plc
A67 Be straight with me - MAR 244/12859 From 26 Jul 2002
Mortgage costs in black 26.7.2002
and white
Northern Rock plc
A68 All you need to know MAR 235/13039 From 10 Oct 2002
about mortgages 10.10.2002
Northern Rock plc
A69 I want a shorter MAR 617/13070 From 10 Oct 2002
mortgage, and I want 10.10.2002
guarantees - Mortgages
Guaranteed Repayment
Northern Rock plc
A70 Be straight with me - MAR 244/12123 From 10 Oct 2002
Mortgage costs in black 10.10.2002
and white
Northern Rock plc
B MORTGAGE SUMMARY (i.e. given to Borrowers dealing
INFORMATION - BORROWERS directly with Northern Rock)
B1 Update 18th September MAR 236 18.9.2000 From 18 Sept 2000
2000
B2 Update 2nd October 2000 MAR 236 2.10.2000 From 02 Oct 2000
B3 Update 22nd November 2000 MAR 236 22.11.2000 From 22 Nov 2000
B4 Update 10th January 2001 MAR 236 10.1.2001 From 10 Jan 2001
B5 Update 1st February 2001 MAR 236 1.2.2001 From 01 Feb 2001
B6 Update 12th February 2001 MAR 236 12.2.2001 From 12 Feb 2001
B7 Update 22nd February 2001 MAR 236 22.2.2001 From 22 Feb 2001
B8 Update 6th April 2001 MAR 236 6.4.2001 From 06 Apr 2001
B9 Update 10th May 2001 MAR 236 10.5.2001 From 10 May 2001
4
SABW DOCUMENT REFERENCE USAGE PERIOD AND NOTES
B10 Update 22nd June 2001 MAR 236 22.6.2001 From 22 June 2001
B11 Update 2nd August 2001 MAR 236 2.8.2001 From 02 Aug 2001
B12 Update 3rd September 2001 MAR 236 3.9.2001 From 03 Sept 2001
B13 Update 19th September MAR 236 19.9.2001 From 19 Sept 2001
2001
B14 Update 4th October 2001 MAR 236 4.10.2001 From 04 Oct 2001
B15 Update 5th December 2001 MAR 236 5.12.2001 From 05 Dec 2001
B16 Update 7th January 2002 MAR 236 7.1.2002 From 07 Jan 2002
B17 Update 15th January 2002 MAR 236 15.1.2002 From 15 Jan 2002
B18 Update 25th January 2002 MAR 236 25.1.2002 From 25 Jan 2002
B19 Update 9th February 2002 MAR 236 09.2.2002 From 9 Feb 2002
B20 Update 20th March 2002 MAR 236 20.3.2002 From 20 Mar 2002
B21 Update 10th May 2002 MAR 236 10.5.2002 From 10 May 2002
B22 Update 26th July 2002 MAR 236 26.7.2002 From 26 Jul 2002
B23 Update 7th August 2002 MAR 236 07.8.2002 From 7 Aug 2002
B24 Update 30th August 2002 MAR 236 30.8.2002 From 30 Aug 2002
B25 Update 21st October 2002 MAR 236 21.10.2002 From 21 Oct 2002
B26 Update 8th November 2002 MAR 236 08.11.2002 From 8 Nov 2002
C MORTGAGE SUMMARY (i.e. given to Borrowers dealing
directly with Northern Rock)
INFORMATION - BROKERS
C1 Mortgage Update Regular editions from 17 Nov 1994
onwards
C2 Mortgage Update 9th Dev 291 From 09 Dec 1994
December 1994
C3 Mortgage Update 19th Dev 291 From 19 Dec 1994
December 1994
C4 Mortgage Update 11th Dev 291 From 11 Jan 1995
January 1995
C5 Mortgage Update 1st Dev 291 From 01 Feb 1995
February 1995
C6 Mortgage Update 24th Dev 291 From 24 Mar 1995
March 1995
C7 Mortgage Update 18th Dev 291 From 18 April 1995
April 1995
C8 Mortgage Update 17th May Dev 291 From 17 May 1995
1995
C9 Mortgage Update 5th June Dev 291 From 05 Jun 1995
1995
C10 Mortgage Update 19th June Dev 291 From 19 Jun 1995
1995
5
SABW DOCUMENT REFERENCE USAGE PERIOD AND NOTES
C11 Mortgage Update 17th July Dev 291 From 17 Jul 1995
1995
C12 Mortgage Update 1st Dev 291 From 01 Sep 1995
September 1995
C13 Mortgage Update 4th Dev 291 From 04 Sep 1995
September 1995
C14 Mortgage Update 16th Dev 291 From 16 Oct 1995
October 1995
C15 Mortgage Update 30th Dev 291 From 30 Nov 1995
November 1995
C16 Mortgage Update 13th Dev 291 From 13 Dec 1995
December 1995
C17 Mortgage Update 3rd Dev 291 From 03 Jan 1996
January 1996
C18 Mortgage Update 18th Dev 291 From 18 Jan 1996
January 1996
C19 Mortgage Update 25th Dev 291 From 25 Jan 1996
January 1996
C20 Mortgage Update 12th Dev 291 From 12 Mar 1996
March 1996
C21 Mortgage Update 22nd Dev 291 From 22 Apr 1996
April 1996
C22 Mortgage Update 10th June Dev 291 From 10 Jun 1996
1996
C23 Mortgage Update 2nd Dev 291 From 02 Sep 1996
September 1996
C24 Mortgage Update 21st Dev 291 From 21 Oct 1996
October 1996
C25 Mortgage Update 11th Dev 291 From 11 Nov 1996
November 1996
C26 Mortgage Update 3rd Dev 291 From 03 Jan 1997
January 1997
C27 Mortgage Update 11th Dev 291 From 11 Feb 1997
February 1997
C28 Guide to Mortgages Dev 434 From 04 Apr 1997
C29 Mortgage Update Dev 435 From 04 Apr 1997
C30 Mortgage Update 28.5.97 Dev 435 From 28 May 1997
C31 Mortgage Update 9.6.97 Dev 435 From 09 Jun 1997
C32 Mortgage Update 25.6.97 Dev 435 From 25 Jun 1997
C33 Mortgage Update 11.8.97 Dev 435 From 11 Aug 1997
C34 Mortgage Update 3.9.97 Dev 435 From 03 Sep 1997
C35 Mortgage Update 17.9.97 Dev 435 From 17 Sep 1997
C36 Mortgage Update - Issue MAR 35 From 03 Nov 1997
No 1
C37 Mortgage Update - Issue MAR 35 From 12 Nov 1997
No 2
C38 Mortgage Update - Issue MAR 35 From 16 Dec 1997
No 3
C39 Mortgage Update - Issue MAR 35 From 29 Jan 1998
No 5
C40 Mortgage Update - Issue MAR 35 From 12 Feb 1998
No 6
C41 Mortgage Update - Issue MAR 35 From 01 Apr 1998
No 7
C42 Mortgage Update - Issue MAR 35 From 06 May 1998
No 8
C43 Mortgage Update - Issue MAR 35 From 17 Jun 1998
No 9
C44 Mortgage Update - Issue MAR 35 From 01 Jul 1998
No 9
C45 Mortgage Update - Issue MAR 35 From 08 Aug 1998
No 10
C46 Mortgage Update - Issue MAR 35 From 19 Sep 1998
No 11
C47 Mortgage Update - Issue MAR 35 From 08 Oct 1998
No 12
C48 Mortgage Update - Issue MAR 35 From 05 Nov 1998
No 13
C49 Mortgage Update - Issue MAR 35 From 07 Dec 1998
No 14
C50 Mortgage Update - Issue MAR 35 From 22 Jan 1999
No 15
C51 Mortgage Update - Issue MAR 35 From 04 Feb 1999
No 16
C52 Mortgage Update - Issue MAR 35 From 06 Mar 1999
No 17
6
SABW DOCUMENT REFERENCE USAGE PERIOD AND NOTES
C53 Mortgage Update - Issue MAR 35 From 13 Apr 1999
No 18
C54 Mortgage Update - Issue MAR 35 From 16 Jun 1999
No 19
C55 Mortgage Update - Issue MAR 35 From 28 Jul 1999
No 20
C56 Mortgage Update - Issue MAR 35 From 26 Aug 1999
No 21
C57 Together Flexible - Total
Flexibility in One Loan
C58 Mortgage Update - Issue MAR 35 From 09 Sep 1999
No 22
C59 Mortgage Update - Issue MAR 35 From 29 Sep 1999
No 23
C60 Mortgage Update - Issue MAR 35 From 09 Nov 1999
No 24
C61 Mortgage Update - Issue MAR 35 From 01 Dec 1999
No 25
C62 Mortgage Update - Issue MAR 35 From 04 Jan 2000
No 26
C63 Mortgage Update - Issue MAR 35 From 17 Jan 2000
No 27
C64 Mortgage Update - Issue MAR 35 From 10 Mar 2000
No 28
C65 Mortgage Update - Issue MAR 35 From 27 Apr 2000
No 29
C66 Mortgage Update - Issue MAR 35 From 07 Jun 2000
No 30
C67 Mortgage Update - Issue MAR 35 From 28 Jun 2000
No 31
C68 Mortgage Update - Issue MAR 35 From 04 Aug 2000
No 32
C69 Mortgage Update - Issue From 18 Sep 2000
No 33
C70 Mortgage Update - Issue From 02 Oct 2000
No 34
C71 Mortgage Update - Issue MAR035 From 08 Nov 2001
No 47
C72 Mortgage Update - Issue MAR035 From 05 Dec 2001
No 48
C73 Mortgage Update - Issue MAR035 From 07 Jan 2002
No 49
C74 Mortgage Update - Issue MAR035 From 16 Jan 2002
No 49
C75 Mortgage Update - Insert MAR035 From 16 Jan 2002
to be used in conjunction
with Issue No 49
C76 Mortgage Update - Insert MAR035 From 16 Jan 2002
to be used in conjunction
with Issue No 49
C77 Mortgage Update - Issue MAR035 From 23 Mar 2002
No 50
C78 Mortgage Update - Issue MAR035 From 10 May 2002
No 51
C79 Mortgage Update - dated
10 May 2002
C80 Mortgage Update - Issue MAR035 From 26 Jul 2002
No 52
C81 Mortgage Update - Issue MAR035 From 7 Aug 2002
No 53
C82 Mortgage Update - Issue MAR035 From 30 Aug 2002
No 54
C83 Mortgage Update - Issue MAR035 From 4 Sep 2002
No 55
C84 Mortgage Update - Issue MAR035 From 8 Oct 2002
No 56
C85 Mortgage Update - Issue MAR035 From 21 Oct 2002
No 57
C86 Mortgage Update - Issue MAR035 From 8 Nov 2002
No 58
D MORTGAGE ADVICE - (i.e. given to Borrowers dealing
BORROWERS directly with Northern Rock)
D1 Mortgage Product Advice Valid September From Sep 2000
and Recommendation 2000
E OFFERS OF ADVANCE
E1 Offer of Advance ADV6F/0396 From Mar 1996
(with General Conditions
on reverse)
Northern Rock plc
7
SABW DOCUMENT REFERENCE USAGE PERIOD AND NOTES
E2 Offer of Advance ADV6B/0300 From Mar 2000
(with General Conditions In triplicate - white, blue and
on reverse) green copies.
Northern Rock plc
E3 Revised Offer of Loan From July 2001 - used in
[Northern Rock copy] conjunction with General
Northern Rock plc Conditions introduced on same
date - Most of the content of the
document is variable and is
specific to individual customers/
mortgage products
F GENERAL CONDITIONS (USED
ON REVERSE OF OFFER OF
ADVANCE)
F1 General Conditions [ADV6/1094] From Oct 1994 to Jun 1995
Northern Rock Building
Society
F2 General Conditions ADV6/0695 From Jun 1995 to Jul 1995
Northern Rock Building
Society
F3 General Conditions ADV6/0795 From Jul 1995 to Jan 1996
Northern Rock Building
Society
F4 General Conditions ADV6/0196 From Jan 1996 to Dec 1996
Northern Rock Building
Society
F5 General Conditions ADV6/1296 From Dec 1996 to ?
Northern Rock Building
Society
F6 General Conditions ADV6B/1296 From Dec 1996 to Oct 1997
Northern Rock Building [Offer of Advance ADV6F/0396 on
Society the reverse]
F7 General Conditions ADV6B/1097 From Oct 1997 to Dec 1997
Northern Rock plc
F8 General Conditions ADV6B/1297 From Dec 1997 to Jan 1998
Northern Rock plc
F9 General Conditions ADV6B/0198 From Jan 1998 to Jun 1998
Northern Rock plc
F10 General Conditions ADV6B/0698 From Jun1998 to Jan 1999
Northern Rock plc
F11 General Conditions ADV6B/0199 From Jan 1999 to Sep 1999
Northern Rock plc
F12 General Conditions ADV6B/0999 From Sep 1999 to Mar 2000
Northern Rock plc
F13 General Conditions ADV6B/0300 From Mar 2000
Northern Rock plc
F14 Terms and Conditions - OBA1/0900 on From Sep 2000
Applicant Copy cover
Northern Rock plc OBA2/0900 on
reverse
F15 Terms and Conditions - OBS1/0900 on From Sep 2000
Solicitor Copy cover
Northern Rock plc OBS2/0900 on
reverse
F16 Terms and Conditions - OBA1/0101 on From Jan 2001
Applicant Copy cover
Northern Rock plc OBA2/0101 on
reverse
8
SABW DOCUMENT REFERENCE USAGE PERIOD AND NOTES
F17 Terms and Conditions - OBA1/0101 on From Jan 2001
Solicitor Copy cover
Northern Rock plc OBA2/0101 on
reverse
F18 General Conditions ADV282/July 2001 From July 2001
Northern Rock plc
F19 Product Transfer - SB/T&C/FLEX/05/02 From May 2002
General Conditions
(Flexible)
Northern Rock plc
G MORTGAGE
CONDITIONS/BUILDING
SOCIETY RULES
G1 Rules of Northern Rock GEN 128/1.94 From 28 Apr 1992
Building Society
G2 Mortgage Conditions 1995 ADV72 06/95 From Jun 1995
Northern Rock Building
Society
G3 Mortgage Conditions 1997 ADV 72 08/97 From Aug 1997
Northern Rock plc
G4 Mortgage Conditions 2001 ADV 276 07/2001 From Oct 2001
Northern Rock plc
H OCCUPIERS UNDERTAKINGS
H1 Agreement and Undertaking scjh0404/stand ?
Northern Rock Building
Society
H2 Agreement and Undertaking (LIF)LIFE30 From Aug 1997
Northern Rock
H3 Agreement and Undertaking st/peps From Oct 1997
Northern Rock plc
H4 Agreement and Undertaking JAGO3/0500 From May 2000
Northern Rock plc
H5 Agreement and Undertaking UNDERTAK June From June 2000
Northern Rock plc 2000
I MISCELLANEOUS MORTGAGE
DOCUMENTATION
I1 Mortgage of Life Policy SEC 16 /02.94 From Feb 1994
Northern Rock Building
Society
I2 Mortgage of Life Policy SEC 16 /06.95 From Jun 1995
Northern Rock Building
Society
I3 Valuations and Surveys - DEV 125 From 19 Jun 1995
hard to beat 19.6.1995
Northern Rock Building
Society
I4 Valuations and Surveys - DEV 125 From 14 Aug 1995
hard to beat 14.8.1995
Northern Rock Building
Society
I5 Guarantors Confirmation ADV 266.7/97 From Jul 1997
(Existing Borrowers)
Northern Rock Building
Society
I6 Mortgage of Life Policy SEC 16T /10.97 From Oct 1997
Northern Rock Building
Society/Northern Rock plc
I7 Mortgage of Life Policy SEC 16 /10.97 From Oct 1997
Northern Rock plc
I8 Guarantors Confirmation ADV 266.10/97 From Oct 1997
(Existing Borrowers)
Northern Rock Building
Society
I9 Guarantors Confirmation ADV 265.10/97 From Oct 1997
Northern Rock plc
9
SABW DOCUMENT REFERENCE USAGE PERIOD AND NOTES
I10 Application fopr Transfer MA 31/10.97 From Oct 1997
of Ownership of a
Mortgaged Property
Northern Rock plc
I11 Notice of Assignment of ADV 29 /11.99 From Nov 1999
Life Policy
I12 Individual Savers Account JAGO2/0500 From May 2000
(ISA) Policy Arrangements
form
I13 Application ▇▇▇▇ Transfer MA 31/Feb.01 From Feb 2001
of Ownership of a
Mortgaged Property
Northern Rock plc
I14 Deed of Guarantee SOL013/July From Jul 2001
Northern Rock plc 2001
I15 Guarantors Confirmation NRDGC 05/02 From May 2002 - This document
Northern Rock plc is only used by Northern Rock
Direct
J MORTGAGE ORIGINATION AND
COMPLETION -
SOLICITORS/OTHER THIRD
PARTY DOCUMENTATION
J1 Valuations and Surveys - DEV 125 From 1 Oct 1992
Helping you ensure your 01.10.1992
home is a solid
investment
Northern Rock Building
Society
J2 Report on Title and Funds MA55 01/94 From Jan 1994
Request (including
Instructions to
Solicitors/Licensed
Conveyancers)
Northern Rock Building
Society
J3 Report on Title and Funds MA55 /04.96 From Apr 1996
Request (including
Instructions to
Solicitors/Licensed
Conveyancers)
Northern Rock Building
Society
J4 Changes of Ownership in ADV 54 /05.96 From May 1996
Mortgaged Property - Note
to Solicitors
Northern Rock Building
Society
J5 Report on Title and Funds MA55 /01.97 From Jan 1997
Request (including
Instructions to
Solicitors/Licensed
Conveyancers)
Northern Rock Building
Society
J6 Changes of Ownership in ADV 54 02.97 From Feb 1997
Mortgaged Property - Note
to Solicitors
Northern Rock Building
Society
J7 Changes of Ownership in ADV 54 07.97 From Jul 1997
Mortgaged Property - Note
to Solicitors
Northern Rock Building
Society
J8 Report on Title and Funds MA55 /10.97 From Oct 1997
Request (including
Instructions to
Solicitors/Licensed
Conveyancers)
Northern Rock plc
J9 Changes of Ownership in ADV 54 10.97 From Oct 1997
Mortgaged Property - Note
to Solicitors
Northern Rock Building
Society
J10 Valuations and Surveys - MAR 6 From 1 Oct 1997
hard to beat 1.10.1997
Northern Rock plc
J11 Report and Valuation for ADV 155 10.97 From Oct 1997
Mortgages Purposes on
behalf of Northern Rock
plc
10
SABW DOCUMENT REFERENCE USAGE PERIOD AND NOTES
J12 Report and Valuation for ADV 179 10.97 From Oct 1997
Mortgages Purposes on
behalf of Northern Rock
plc - Sheet 2
J13 Report and Valuation for ADV 267 10.97 From Oct 1997
Mortgages Purposes on
behalf of Northern Rock
plc - Sheet 2 in respect
of loans exceeding
{pound-sterling}150,000
J14 Report and Valuation for ADV 7a 10.97 From Oct 1997
Mortgages Purposes on
behalf of Northern Rock
plc
J15 Reinspection Report ADV 76 10.97 From Oct 1997
Northern Rock plc
J16 Additional Advance ADV 127B 10.97 From Oct 1997
Valuation Report
Northern Rock plc
J17 Report and Valuation for ADV 155 12.98 From Dec 1998
Mortgages Purposes on
behalf of Northern Rock
plc
J18 Part 2 Instructions (in Offers of Advance issued from
relation to the CML 01 Jun 2000[?]
Lenders' Handbook for
England & Wales)
J19 Certificate of Title JAGO4/0700 From Jul 2000
Northern Rock plc
J20 Certificate of Title COT/0700 From Jul 2000
Northern Rock plc
J21 Part 2 Instructions (in Offers of Advance issued from
relation to the CML late Summer 2000[?]
Lenders' Handbook for
England & Wales)
J22 Deeds Dematerialisation [From Apr 2000?]
[Notice to solicitors]
Northern Rock plc
J23 Valuations and Surveys - MAR 6/10550 From Oct 2000
Property Oct 2000
Northern Rock plc
J24 Changes of Ownership in ADV 54 11/00 From Nov 2000
Mortgaged Property - Note
to Solicitors
Northern Rock Building
Society
J25 Certificate of Title COT/0502 From May 2002
(including Drawdown Loan
Certificate)
Northern Rock plc
J26 Valuations and Surveys - MAR 6/12661 From May 2002
Property May 2002
Northern Rock plc
J27 Report and Valuation for AL/SAS/267/ From Sep 2002
Mortgages Purposes on (500+) 09.02
behalf of Northern Rock
plc - Sheet 2 in respect
of loans exceeding
{pound-sterling}1,000,000
K COMPLETION DOCUMENTATION
K1 Schedule of Documents of SEC 28/11.94 From Nov 1994
Title
Northern Rock Building
Society
K2 Schedule of Documents of SEC 28/01.96 From Jan 1996
Title
Northern Rock Building
Society
K3 Schedule of Documents of SEC28 /10.97 From Oct 1997
Title
Northern Rock plc
K4 Schedule of Documents of JAGO1/0500 From May 2000
Title JAGO1B/0500
Northern Rock plc
K5 Deeds Schedule ▇▇▇▇/0201 From Feb 2001
Northern Rock plc
11
SABW DOCUMENT REFERENCE USAGE PERIOD AND NOTES
K6 Completion Advice A146F - Completions advices are in a
Northern Rock plc representative flexible format - content is
sample variable depending upon
circumstances of loan and product
applied for. Permutations are
vast and it is impractcal to
maintain an archive of each
scenario.
K7 Additional Advance Cheque ADV 133 01/94 From Jan 1994
Request
Northern Rock Building
Society
K8 Re-Advance/Further SEC 37 /10.97 From Oct 1997
Advance Receipt
Northern Rock plc
K9 Additional Advance Funds ADV 271 /10.97 From Oct 1997
Request
Northern Rock plc
K10 Additional Advance Funds ADV 271 1/98 From Jan 1998
Request
Northern Rock plc
PART 2 DOCUMENTS USED ONLY IN THE ORIGINATION OF
STANDARD FIXED RATE, STANDARD VARIABLE RATE, CASHBACK, CAPPED, TRACKER,
CAT STANDARD, DISCOUNT AND DISCOUNT FOR LIFE MORTGAGES
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
L MORTGAGE APPLICATION FORMS - GENERAL
L1 Mortgage Application Form ADV 4. 05/95 From May
Northern Rock Building Society 1995 to Mar
1996
L2 Mortgage Application Form ADV 4. 03/96 From Mar
Northern Rock Building Society 1996 to Jul
1997
L3 Mortgage Application Form ADV 4. 07/97 From Jul
Northern Rock Building Society 1997 to Oct
1997
L4 Mortgage Application Form ADV 4. 10/97 From Oct
Northern Rock plc 1997 to Dec
1997
L5 Mortgage Application Form ADV 4. 12/97 From Dec
Northern Rock plc 1997 to Mar
1998
L6 Mortgage Application Form ADV 4 DRTV 3/98 From Mar
Northern Rock plc 1998 to Apr
1998
L7 Mortgage Application Form ADV 4. 4/98 From Apr
Northern Rock plc 1998 to Jan
1999
L8 Mortgage Application Form ADV 4. 1/99 From Jan
Northern Rock plc 1999 to Feb
2000
L9 Mortgage Application Form ADV 4. 2/00 From Feb
Northern Rock plc 2000 to Jun
2000
L10 Mortgage Application Form ADV 4. 6/00 From Jun
Northern Rock plc 2000 to Dec
2000
L11 Mortgage Application Form ADV4. 12/00 From Dec
Northern Rock plc 2000 to Jan
2001
L12 Mortgage Application Form ADV4. 01/01 From Jan
Northern Rock plc 2001 to May
2001
L13 Mortgage Application Form ADV4. 05/01 From May
Northern Rock plc 2001 to
Sept 2001
12
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
L14 Mortgage Application Form ADV4. 09/01 From Sept
Northern Rock plc 2001 to Oct
2001
L15 Mortgage Application Form ADV4. 10/01 From Oct
Northern Rock plc 2001 to Aug 2002
NB From this point onwards the Mortgage Application
Forms appear to also be used for the Together/Together
Connections products.
L16 Mortgage Application Form ADV4. 08.02 From Aug 2002
Northern Rock plc to Oct 2002
L17 Mortgage Application Form ADV4. 10.02 From Oct 2002 to
Northern Rock plc
L18 Your Personal Quotation and Transfer Declaration for
a Flexible Fixed Rate Northern Rock plc 19 Sep 2002 (Sample re Mr and ▇▇▇ ▇▇▇▇▇)
L19 Your Personal Quotation and Transfer Declaration for
a Together Mortgage Northern Rock plc 19 Sep 2002 (Sample re ▇▇ ▇▇▇▇▇▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇)
M MORTGAGE APPLICATION FORMS - NORTHERN ROCK DIRECT
M1 Your Direct Mortgage Application Form Dev 439 4/97 From Apr 1997 to Oct 1997
Northern Rock Direct/Northern Rock Building Society
M2 Your Direct Mortgage Application Form MAR 17b 1.10.97 From Oct 1997 to Dec 1997
Northern Rock Direct/Northern Rock plc
M3 Your Direct Mortgage Application Form MAR 17b 15.12.97 From Dec 1997 to May 1998
Northern Rock Direct/Northern Rock plc
M4 Your Direct Mortgage Application Form MAR 124 31 May 1998 From May 1998 to ?
Northern Rock Direct/Northern Rock plc
N APPLICATION FORMS - SPECIALIST
N1 Secured Personal Loan Application Form ADV 31. 1/99 From Jan 1999
Northern Rock plc
N2 Secured Personal Loan Application Form ADV031 (8.5.2000) From May 2000
Northern Rock plc
N3 Secured Personal Loan Application Form ADV031 (22.10.2001) From Oct 2001
Northern Rock plc
N4 Secured Personal Loan Application Form ADV031 (01.8.2002) From Aug 2002
Northern Rock plc
O SPECIAL CONDITIONS FOR FIXED RATE MORTGAGES
(USED WITH OFFER OF ADVANCE)
O1 5 year Fixed Rate Mortgage AY From 15 Jul 1997
O2 5 year Fixed Rate Mortgage BA From 26 Jun 1997
O3 5 year Fixed Rate Mortgage BH From 03 Sep 1997
O4 5 year Fixed Rate Mortgage BQ From 17 Sep 1997
O5 5 year Fixed Rate Mortgage BS From 01 Jan 1997
[Query date - should be Nov?]
O6 5 year Fixed Rate Mortgage BT From 01 Nov 1997
[Other dates?]
O7 5 year Fixed Rate Mortgage CF From 22 Jan 1998
13
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
O8 5 year Fixed Rate Mortgage CJ From 01 Apr 1998
O9 5 year Fixed Rate Mortgage CK From 01 Apr 1998
O10 5 year Fixed Rate Mortgage CM From 06 May 1998
O11 5 year Fixed Rate Mortgage CP From 17 Jun 1998
O12 5 year Fixed Rate Mortgage CU From 01 Jul 1998
O13 5 year Fixed Rate Mortgage CZ From 08 Aug 1998
O14 5 year Fixed Rate Mortgage EA From 08 Aug 1998
O15 5 year Fixed Rate Mortgage EU From 22 Jan 1999
O16 5 year Fixed Rate Mortgage FD
O17 5 year Fixed Rate Mortgage FL From 13 Mar 1999
O18 5 year Fixed Rate Mortgage FM From 13 Apr 1999
O19 5 year Fixed Rate Mortgage FN From 13 Apr 1999
O20 5 year Fixed Rate Mortgage FP From 23 Apr 1999
O21 5 year Fixed Rate Mortgage KZ From 29 Nov 1999
O22 2 year Fixed Rate Mortgage From 9 Jan 2003
O23 10 year Fixed Rate Mortgage from 9 Jan 2003
O24 15 year Fixed Rate Mortgage from 9 Jan 2003
O25 Guaranteed Repayment Mortgage 10 year Fixed Rate
Mortgage from 9 Jan 2003
O26 Guaranteed Repayment Mortgage 15 year Fixed Rate
Mortgage from 9 Jan 2003
O27 Help with Costs Special Condition Wording - for
Guaranteed Repayment Mortgage 10 year Fixed Rate
Mortgage (2 versions)
O28 Help with Costs Special Condition Wording - for
Guaranteed Repayment Mortgage 15 year Fixed Rate
Mortgage (2 versions)
O29 Help with Costs Special Condition Wording - for
10 year Fixed Rate (2 versions)
O30 Help with Costs Special Condition Wording - for
15 year Fixed Rate (2 versions)
P SPECIAL CONDITIONS FOR VARIABLE RATE MORTGAGES
(USED WITH OFFER OF ADVANCE)
P1 Variable Rate Mortgage - Cashback 6B From 30 Nov 1995
P2 Variable Rate Mortgage - Cashback without insurance 9B From 03 Jan 1996
P3 Variable Rate Mortgage - Cashback without insurance C5 From 11 Aug 1997
[Query date - should be 1996?]
P4 Variable Rate Mortgage - Cashback without insurance C7 From 02 Sep 1996
P5 Variable Rate Mortgage - Cashback without insurance C9 From 02 Sep 1996
P6 3 year Discounted Variable Rate Mortgage J9 and J0 From 25 Jun 1998
[Other dates ?]
P7 Variable Rate Mortgage - 5% Cashback P5 From 25 Jun 1997
[Other dates ?]
14
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
P8 Variable Rate Mortgage - 6% Cashback P6 From 03 Sep 1997
[Other date ?]
P9 Variable Rate Mortgage - Cashback 7P and 8P From 22 Jan 1998
P10 3 year Discounted Variable Rate Mortgage M1 to [M6 ?] From 22 Jan 1998
P11 Variable Rate Mortgage - Cashback S1 and S2 From 22 Jan 1998
P12 3 year Discounted Variable Rate Mortgage M7 and M8 From 01 Apr 1998
P13 Variable Rate Mortgage - Cashback S4 and S5 From 06 May 1998
P14 Variable Rate Mortgage - Cashback 7S From 10 Jun 1996
P15 Variable Rate Mortgage - Cashback 3T From 07 Dec 1998
[Other date?]
P16 Variable Rate Mortgage - Cashback 6T and 7T From 22 Jan 1999
[Other date?]
P17 Variable Rate Mortgage - 8%/7% Cashback GB and GC From 06 Mar 1999
P18 Variable Rate Mortgage - 8% Cashback GF From 13 Apr 1999
P19 Variable Rate Mortgage - 7% Cashback GG From 13 Apr 1999
P20 Variable Rate Mortgage - 7% Cashback GH From 13 Apr 1999
P21 Variable Rate Mortgage - 6% Cashback GI From 13 Apr 1999
P22 Variable Rate Mortgage - 8% Cashback GT From 16 Jun 1999
P23 Variable Rate Mortgage - 7% Cashback GU
P24 Variable Rate Mortgage - 7% Cashback JG From 28 Jul 1999
P25 Variable Rate Mortgage - 6% Cashback JN From 29 Aug 1999
P26 Variable Rate Mortgage - 7% Cashback JQ From 29 Sep 1999
[Other dates?]
P27 Variable Rate Mortgage - 6% Cashback JR From 29 Sep 1999
[Other dates?]
P28 Variable Rate Mortgage - 5% Cashback JS From 29 Sep 1999
[Other dates?]
P29 Variable Rate Mortgage - 7% Cashback JU From 04 Jan 2000
P30 Variable Rate Mortgage 6% Cashback From 9 Jan 2003
P31
Q SPECIAL CONDITIONS FOR TRACKER, CAT STANDARD,
CAPPED AND DISCOUNT FOR LIFE MORTGAGES
(USED WITH OFFER OF ADVANCE)
Q1 Discount for Life Variable Rate Mortgage X9 and X0
Q2 Discount for Life Variable Rate Mortgage 1X and 2X
Q3 Discount for Life Variable Rate Mortgage 3X and 4X
Q4 Discount for Life Variable Rate Mortgage 5X and 6X
Q5 Discount for Life Variable Rate Mortgage 7X and 8X
Q6 Capped Variable Rate Mortgage CB
Q7 Discount for Life Variable Rate Mortgage L1 and L2
Q8 Discount for Life Variable Rate Mortgage L3 and L4
Q9 Discount for Life Variable Rate Mortgage L5 and L6
Q10 Discount for Life Variable Rate Mortgage L7 and L8
Q11 Discount for Life Variable Rate Mortgage 1L and 2L
15
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
Q12 Discount for Life Variable Rate Mortgage 3L and 4L
Q13 Discount for Life Variable Rate Mortgage 5L and 6L
Q14 4 year Capped Variable Rate Mortgage EG
Q15 4 year Capped Variable Rate Mortgage EF
Q16 4 year Capped Variable Rate Mortgage ER
Q17 Discount for Life Variable Rate Mortgage 8L
Q18 4 year Capped Variable Rate Mortgage EQ
Q19 4 year Capped Variable Rate Mortgage EQ
Q20 Equity Release Capped Variable Rate Mortgage YB
Q21 5 year Capped Variable Rate Mortgage EY
Q22 Discount for Life Variable Rate Mortgage 9L and 0L
Q23 Discount for Life Variable Rate Mortgage DX
Q24 Discount for Life Variable Rate Mortgage DY
Q25 Discount for Life Variable Rate Mortgage DX and DY
Q26 Discount for Life Variable Rate Mortgage HG
Q27 Discount for Life Variable Rate Mortgage HH
Q28 Discount for Life Variable Rate Mortgage HQ
Q29 Discount for Life Variable Rate Mortgage HV
Q30 Tracker Variable Rate Mortgage YT
Q31 Tracker Variable Rate Mortgage YU
Q32 Tracker Variable Rate Mortgage YW
Q33 Tracker Variable Rate Mortgage YX
Q34 Discount for Life Variable Rate Mortgage JP
Q35 2 year Capped Variable Rate Mortgage MV
Q36 2 year Capped Variable Rate Mortgage MW
Q37 Discount for Life Variable Rate More HR
Q38 2 year Capped Variable Rate Mortgage EM
Q39 CAT Standard Variable Mortgage [SJB/08/11/00] [Query the reference]
Q40 2 year Tracker Variable Rate Mortgage ER ?
Q41 CAT Standard Variable Mortgage from 9 Jan 2003
Q42 2 year Flexible Fixed (extending Early Repayment
Charge) from 9 Jan 2003
Q43 2 year Flexible Fixed (extending Early Repayment
Charge - no Help with Costs option) from 9 Jan 2003
Q44 2 year Flexible Fixed from 9 Jan 2003
Q45 2 year Flexible Fixed (no Help with Costs option) from 9 Jan 2003
Q46 3 year Flexible Fixed from 9 Jan 2003
Q47 5 year Flexible Fixed from 9 Jan 2003
Q48 Help with Costs Special Condition Wording (2 versions)
R CREDIT/LOAN AGREEMENTS
16
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
R1 Credit Agreement Regulated by the Consumer Credit Act 1974 - Flexible Plan ACR1A/1097 on "Original" From Oct
("Original" and "Copy" versions each with Conditions on the reverse) ACR1B/1097 on "Copy" 1997
Northern Rock plc ACR1Z/1097 on
[Used for Flexible Plan Loans up to {pound-sterling}25,000] "Conditions"
R2 Copy of Proposed Agreement Containing Your Right to Withdraw - Flexible Plan ACR1Z/1097 on From Oct
(including Conditions on the reverse) "Conditions" 1997
Northern Rock plc
[Used for Flexible Plan Loans up to {pound-sterling}25,000]
R3 Loan Agreement - Flexible Plan [ACR2A/1097 on From Oct
(including Conditions on the reverse) "Original" / "Copy"?] 1997
Northern Rock plc ACR2Z/1097 on [Check
[Used for Flexible Plan Loans over {pound-sterling}25,000] "Conditions" reference of
"Original"]
R4 Credit Agreement Regulated by the Consumer Credit Act 1974 - Personal Secured Loan ADV135 10/97 on From Oct
("Original" and "Copy" versions each with Conditions on the reverse) "Original" and "Copy" 1997
Northern Rock plc no ref on "Conditions")
[Used for Personal Secured Loans up to {pound-sterling}25,000 - Variable Rate]
R5 Copy of Proposed Credit Agreement Containing Notice of Your Right to Withdraw - ADV135 10/97 on "Advance From Oct
Personal Secured Loan Copy" 1998
("Advance Copy" version including Conditions on the reverse) no ref on "Conditions")
Northern Rock plc
[Used for Personal Secured Loans up to {pound-sterling}25,000 - Variable Rate]
R6 Credit Agreement Regulated by the Consumer Credit Act 1974 - Personal Secured Loan ADV135 10/97 on From Feb
("Original" and "Copy" versions each with Conditions on the reverse) "Original" and "Copy" 1998
Northern Rock plc ADV135 /02.98 on
[Used for Personal Secured Loans up to {pound-sterling}25,000 - Variable Rate] "Conditions")
R7 Credit Agreement Regulated by the Consumer Credit Act 1974 MAR 126 6/98 on From Jun
("Original" and "Copy" versions including Conditions on the reverse) "Original" and "Copy" no 1998
Northern Rock plc ref on "Conditions"
[Used for Personal Secured Loans up to {pound-sterling}25,000 - Fixed Rate]
R8 Copy of Proposed Credit Agreement Containing Notice of Your Right to Withdraw MAR 126 6/98 on "Advance From Jun
("Advance Copy" version including Conditions on the reverse) Copy" no ref on 1998
Northern Rock plc "Conditions"
[Used for Personal Secured Loans up to {pound-sterling}25,000 - Fixed Rate]
17
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
R9 Copy of Proposed Agreement Containing Your Right to Withdraw - Flexible Plan ACR2A/1097 on "Original" From Mar
(including Conditions on the reverse) ACR2Z/0300 on 2000
Northern Rock plc "Conditions"
[Used for Flexible Plan Loans up to {pound-sterling}25,000]
R10 Credit Agreement Regulated by the Consumer Credit Act 1974 MAR 126 4/00 on From Apr
("Original" version including Conditions on the reverse) "Original" no ref on 2000
Northern Rock plc "Conditions"
[Used for Personal Secured Loans up to {pound-sterling}25,000 - Fixed Rate]
R11 Credit Agreement Regulated by the Consumer Credit Act 1974 CA135A/0900 on From Sep
("Original" and "Copy" versions each with Conditions on the reverse) "Original" 2000
Northern Rock plc CA135B/0900 on "Copy"
[Used for Personal Secured Loans up to {pound-sterling}25,000 - Variable Rate] CA135Z/0900 on
"Conditions"
R12 Copy of Proposed Agreement Containing Notice of Your Right to Withdraw CA135C/0900 on "Advance From Sep
("Advance Copy" version with Conditions on the reverse) Copy" 2000
Northern Rock plc CA135Z/0900 on
[Used for Personal Secured Loans up to {pound-sterling}25,000 - Variable Rate] "Conditions"
R13 Credit Agreement Regulated by the Consumer Credit Act 1974 CA126A/0900 on From Sep
("Original" and "Copy" versions each with Conditions on the reverse) "Original" 2000
Northern Rock plc CA126B/0900 on "Copy"
[Used for Personal Secured Loans - Variable Rate] CA126Z/0900 on
"Conditions"
R14 Copy of Proposed Agreement Containing Notice of Your Right to Withdraw CA126C/0900 on "Advance From Sep
("Advance Copy" version with Conditions on the reverse) Copy" 2000
Northern Rock plc CA126Z/0900 on
[Used for Personal Secured Loans - Variable Rate] "Conditions"
R15 Credit Agreement Regulated by the Consumer Credit Act 1974 - Flexible Plan ACR1A/1000 on "Original" From Oct
("Original" and "Copy" versions each with Conditions on the reverse) ACR1B/1097 on "Copy" 2000
Northern Rock plc ACR1Z/1097 on
[Used for Flexible Plan Loans up to {pound-sterling}25,000] "Conditions"
R16 Loan Agreement - Flexible Plan ACR2B/1000 on "Original" From Oct
("Original" version with Conditions on the reverse) ACR2Z/1000 on 2000
Northern Rock plc "Conditions"
[Used for Flexible Plan Loans over {pound-sterling}25,000]
18
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
R17 Loan Agreement - Flexible Plan ACR2C/1000 on "Original" From Oct
("Original" version with Conditions on the reverse) ACR2Z/1000 on 2000
Northern Rock plc "Conditions"
[Used for Flexible Plan Loans over {pound-sterling}25,000]
S MORTGAGE DEEDS - GENERAL
S1 Mortgage Deed (HMLR filing ref MD 144 E) SEC 8/11.93 From Nov
Northern Rock Building Society 1993
S2 Mortgage Deed (HMLR filing ref MD 144 F) SEC 8/06.95 From Jun
Northern Rock Building Society 1995
S3 Mortgage Deed (HMLR filing ref MD542A) SEC 8T /08.97 From Aug
Northern Rock Building Society/Northern Rock plc 1997
S4 Mortgage Deed (HMLR filing ref MD542A) SEC 8 /10.97 From Oct
Northern Rock plc 1997
S5 Mortgage Deed (HMLR filing ref MD542B) SEC 8 /10.97 From Oct
Northern Rock plc [Old logo] 1997
S6 Mortgage Deed (HMLR filing ref MD542B) SEC 8 /10.97 From Oct
Northern Rock plc [New logo] 1997
S7 Mortgage Deed (HMLR filing ref MD691A) SEC 070 07/01 From July
Northern Rock plc 2001
S8 Mortgage Deed - Standard (HMLR filing ref MD691D) SOL 11 07/01 From July
Northern Rock plc 2001
T MORTGAGE DEEDS - SPECIALIST
T1 Mortgage Deed (HMLR filing ref MD 144 G) SEC 54/06/95 From Jun
Northern Rock Building Society 1995
[Used for Flexible Plan - Non-CCA Loans]
T2 Mortgage Deed (relating to a Regulated Agreement
under the Consumer Credit Act 1974) SEC 52/06/95 From Jun
(HMLR filing ref MD 144 H) 1995
Northern Rock Building Society
[Used for Flexible Plan CCA Loans]
T3 Mortgage Deed (HMLR filing ref MD 144 J) SEC 44/06/95 From Jun
Northern Rock Building Society 1995
[Used for Flexible Plan - Non-CCA Loans]
T4 Mortgage Deed (relating to a Regulated Agreement
under the Consumer Credit Act 1974) SEC 52. 10/97 From Oct
(HMLR filing ref MD 542 M) 1997
Northern Rock plc
[Used for Flexible Plan CCA Loans]
T5 Mortgage Deed (HMLR filing ref MD 542 L) SEC 44. 10/97 From Oct
Northern Rock plc 1997
[Used for Flexible Plan - Non-CCA Loans]
T6 Mortgage Deed (HMLR filing ref 542 N) SEC 54. 10/97 From Oct
Northern Rock plc 1997
[Used for Flexible Plan - Non-CCA Loans]
T7 Deed of Variation of Mortgage and Receipt for
Further Advance (HMLR filing ref MD 542 P) SEC 40. 10/97 From Oct
Northern Rock plc 1997
19
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
T8 Mortgage Deed (HMLR filing ref MD542 N) SEC 54. 04.98 From Apr
Northern Rock plc 1998
[Used for Flexible Plan - Non-CCA Loans]
T9 Mortgage Deed (relating to a Regulated
Agreement under the Consumer Credit Act 1974) SEC 52. 03/00 From Mar
(HMLR filing ref MD 542 M) 2000
Northern Rock plc
[Used for Flexible Plan CCA Loans]
T10 Mortgage Deed (HMLR filing ref MD 542L) MD2/0900 on cover and From Sep
Northern Rock plc MD2B/0900 on reverse 2000
[Used for Flexible Plan - Non-CCA Loans]
T11 Mortgage Deed (relating to a Regulated
Agreement under the Consumer Credit Act 1974) MD1/0900 on cover and From Sep
(HMLR filing ref MD 542 M) MD1B/0900 on reverse 2000
Northern Rock plc
[Used for Flexible Plan CCA Loans]
T12 Mortgage Deed (HMLR filing ref MD 542 N) MD3/0900 From Sep
Northern Rock plc 2000
[Used for Flexible Plan - Non-CCA Loans]
T13 Deed of Variation of Mortgage and Receipt for
Further Advance (HMLR filing ref MD 542 X) SOL005 09/00 From Sep
Northern Rock plc 2000
T14 Deed of Variation of Mortgage and Receipt for
Further Advance (HMLR filing ref MD 542 Y) SOL008 09/00 From Sep
Northern Rock plc 2000
T15 Deed of Variation of Mortgage and Receipt for
Further Loan (HMLR filing ref MD 691 B) SEC071 July 2001 From Jul
Northern Rock plc 2001
T16 Deed of Variation of Mortgage and Receipt for
Further Loan (With Guarantor) (HMLR filing SOL012/ July 2001 From Jul
ref MD 691 C) 2001
Northern Rock plc
PART 3 DOCUMENTS USED ONLY IN THE ORIGINATION OF
TOGETHER AND TOGETHER CONNECTIONS MORTGAGES
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
U BROCHURES
U1 [Picture of Two Forks on cover - 1] [Together] MAR 172 2.99 From Feb 1999
Northern Rock plc
U2 [Picture of Two Forks on cover - 1] [Together] MAR 189 3.99 From Mar 1999
Northern Rock plc
U3 [Picture of Two Forks on cover - 2] [Together] MAR 237 From Jun 1999
Northern Rock plc 14.6.99
U4 together flexible - one loan one rate one call [Together Flexible] MAR 272/9255 From Sep 1999
Northern Rock plc 15.9.99
20
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
U5 together flexible - one loan one rate one call -all
you need to know [Together Flexible] MAR 273/9255 From Sep 1999
Northern Rock plc 15.9.99
U6 take control of your money and get more out of
life - together [Together] MAR 305/9511 From Dec 1999
Northern Rock plc 20.12.99
U7 all you need to know - together [Together] MAR 303/9511 From Dec 1999
Northern Rock plc 20.12.99
U8 together - a guide to costs [Together] MAR 174 2.99 From Feb 1999
Northern Rock plc
U9 [all you need to know - together] [Picture of
intertwined flowers on cover] [Together] MAR 173 2.99 From Feb 1999
Northern Rock plc
U10 together - a guide to costs [Together] MAR 190 3.99 From Mar 1999
Northern Rock plc
U11 [all you need to know - together] [Picture of
intertwined flowers on cover] [Together] MAR 192 3.99 From Mar 1999
Northern Rock plc
U12 together - a guide to costs [Together] MAR 238 From Jun 1999
Northern Rock plc 14.6.99
U13 [all you need to know - together] [Picture of
intertwined flowers on cover] [Together] MAR 239 From Jun 1999
Northern Rock plc 16.6.99
U14 together - a guide to costs [Together] MAR 302/9511 From Dec 1999
Northern Rock plc 20.12.99
U15 together flexible - a guide to costs [Together Flexible] MAR 275/9255 From Sep 1999
Northern Rock plc 15.9.99
U16 together - variable at only 6.6.9%pa 7.6%APR MAR 306/9657 From Jan 2000
17.1.2000
U17 What is it going to cost? [Together] MAR 302/9662 From Mar 2000
Northern Rock plc 4.3.2000
U18 How does it work? [Together] MAR 303/9662 From Mar 2000
Northern Rock plc 4.3.2000
U19 I want it all [Together] MAR 305/9662 From Mar 2000
Northern Rock plc 4.3.2000
U20 What is it going to cost? [Together] MAR 302/10028 From Apr 2000
Northern Rock plc 27.4.2000
U21 I want it all [Together] MAR 305/10028 From Apr 2000
Northern Rock plc 27.4.2000
U22 What is it going to cost? [Together] MAR 302/10329 From Aug 2000
Northern Rock plc 4.8.2000
U23 How does it work? [Together] MAR303/10141 From Aug 2000
Northern Rock plc 4.8.2000
U24 I want it all [Together] MAR 305/10328 From Aug 2000
Northern Rock plc 4.8.2000
U25 What is it going to cost? [Together] MAR 302/10521 From Oct 2000
Northern Rock plc 2.10.2000
U26 What is it going to cost? [Together] MAR 302/10715 From Nov 2000
Northern Rock plc 22.11.2000
21
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
U27 How does it work? [Together] MAR 303/10716 From Nov 2000
Northern Rock plc 22.11.2000
U28 I want it all [Together] MAR 305/10717 From Nov 2000
Northern Rock plc 22.11.2000
U29 I want it all [Together] MAR 305/10953 From Feb 2001
Northern Rock plc 1.2.2001
U30 What is it going to cost? [Together] MAR 302/10999 From Feb 2001
Northern Rock plc 12.2.2001
U31 How does it work? [Together] MAR 303/11069 From Mar 2001
Northern Rock plc 1.3.2001
U32 Together what is it going to cost? 6th April 2001 [Together] MAR 302 From Apr 2001
Northern Rock plc 6.4.2001
U33 I want it all [Together] MAR 305/11172 From Apr 2001
Northern Rock plc 6.4.2001
U34 What's it going to cost? [Together Connections] MAR 418/10935 From May 2001
Northern Rock plc 1.5.2001
U35 OK Shrink My Mortgage [Together Connections] MAR 419/10935 From May 2001
Northern Rock plc 1.5.2001
U36 Together what is it going to cost? 10th May 2001 [Together] MAR 302 From May 2001
Northern Rock plc 10.5.2001
U37 What's it going to cost? [Together Connections] MAR 418/11282 From May 2001
Northern Rock plc 10.5.2001
U38 How does it work? [Together] MAR 303/11290 From May 2001
Northern Rock plc 10.5.2001
U39 I want it all [Together] MAR 305/11289 From May 2001
Northern Rock plc 10.5.2001
U40 Now Things Get Really Interesting [Together Connections] MAR 437/11251 From Jun 2001
Northern Rock plc 01.6.2001
U41 Together what is it going to cost? 22nd June 2001 [Together] MAR 302 From Jun 2001
Northern Rock plc 22.6.2001
U42 What's it going to cost? [Together Connections] MAR 418/11457 From Jun 2001
Northern Rock plc 22.6.2001
U43 Together what is it going to cost? 2nd August 2001 [Together] MAR 302 From Aug 2001
Northern Rock plc 2.8.2001
U44 What's it going to cost? [Together Connections] MAR 418/11593 From Aug 2001
Northern Rock plc 2.8.2001
U45 How does it work? [Together] MAR 303/11577 From Aug 2001
Northern Rock plc 2.8.2001
U46 OK Shrink My Mortgage [Together Connections] MAR 419/11578 From Aug 2001
Northern Rock plc 2.8.2001
U47 I want it all [Together] MAR 305/11603 From Aug 2001
Northern Rock plc 7.8.2001
22
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
U48 Together what is it going to cost? 3rd September 2001 [Together] MAR 302 From Sep 2001
Northern Rock plc 3.9.2001
U49 What's it going to cost? [Together Connections] MAR 418/11706 From Sep 2001
Northern Rock plc 3.9.2001
U50 How does it work? [Together] MAR 303/11756 From Sep 2001
Northern Rock plc 10.9.2001
U51 OK Shrink My Mortgage [Together Connections] MAR 419/11758 From Sep 2001
Northern Rock plc 10.9.2001
U52 I want it all [Together] MAR 305/11756 From Sep 2001
Northern Rock plc 10.9.2001
U53 Together what is it going to cost? 19th September 2001 [Together] MAR 302 From Sep 2001
Northern Rock plc 19.9.2001
U54 What's it going to cost? [Together Connections] MAR 418/11706 From Sep 2001
Northern Rock plc 19.9.2001
U55 Together what is it going to cost? 4th October 2001 [Together] MAR 302 From Oct 2001
Northern Rock plc 4.10.2001
U56 What's it going to cost? [Together Connections] MAR 418/11706 From Oct 2001
Northern Rock plc 4.10.2001
U57 Together what is it going to cost? 8th November 2001 [Together] MAR 302 From Nov 2001
Northern Rock plc 8.11.2001
U58 What's it going to cost? [Together Connections] MAR 418/11706 From Nov 2001
Northern Rock plc 8.11.2001
U59 Together what is it going to cost? 5th December 2001 [Together] MAR 302 From Dec 2001
Northern Rock plc 5.12.2001
U60 What's it going to cost? [Together Connections] MAR 418/11706 From Dec 2001
Northern Rock plc 5.12.2001
U61 How does it work? [Together] MAR 303/12190 From Jan 2002
Northern Rock plc 8.1.2002
U62 I need cash with my mortgage [Together] MAR 522/12343 From Mar 2002
11.03.2002
U63 Options for your together connections Mortgage [Together Connections] MAR 472/12369 From Mar 2002
15.3.2002
U64 Together - what's it going to cost [Together] MAR 302 From Mar 2002
Northern Rock plc 20.3.2002
U65 Together - what's it going to cost [Together] MAR 302 From May 2002
Northern Rock plc 10.5.2002
U66 Together - what's it going to cost [Together] MAR 302 From Jul 2002
Northern Rock plc 26.7.2002
U67 Together - what's it going to cost [Together] MAR 302 From Aug 2002
Northern Rock plc 06.8.2002
U68 i want to shrink my mortgage [Together Connections] MAR 419/12891 From Aug 2002
Northern Rock plc 30.8.2002
23
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
U69 What's it going to cost? [Together Connections] MAR 418/11706 From Aug 2002
Northern Rock plc 30.8.2002
U70 Together - what's it going to cost [Together] MAR 302 From Aug 2002
Northern Rock plc 30.8.2002
U71 I need cash with my mortgage [Together] MAR 522/12892 From Aug 2002
30.08.2002
U72 What's it going to cost? [Together Connections] MAR 418/11706 From Oct 2002
Northern Rock plc 21.10.2002
U73 Together - what's it going to cost [Together] MAR 302 From Oct 2002
Northern Rock plc 21.10.2002
U74 What's it going to cost? [Together Connections] MAR 418/11706 From Nov 2002
Northern Rock plc 08.11.2002
U75 Together - what's it going to cost [Together] MAR 302 From Nov 2002
Northern Rock plc 08.11.2002
V MORTGAGE APPLICATION FORMS
V1 Get It Together Application Form - Together MAR176 2/99 From Feb 1999
Northern Rock plc
V2 Get It Together Application Form - Together MAR198 3/99 From Mar 1999
Northern Rock plc
V3 Get It Together Application Form - Together MAR242 6/99 From Jun 1999
Northern Rock plc
V4 Get It Together Application Form - Together Flexible MAR271/9255 and From Sep 1999
Northern Rock plc 9/99
V5 Get It Together Application Form - Together MAR304/9511 and From Dec 1999
Northern Rock plc 12/99
V6 Get It Together Application Form MAR304. 6/00 From Jun 2000
Northern Rock plc
NB From Aug 2002 the Mortgage Application Forms
from appear to also be used for the
Together/Together Connections products.
W TOGETHER CREDIT/LOAN AGREEMENTS
W1 Credit Agreement Regulated by the Consumer
Credit Act 1974 - Drawdown Loan -Original,
First and Second Copies (each with Terms and DDL1/0299 on From Feb 1999
Conditions) Original
Northern Rock plc DDL2/0299 on
(Used for Together Flexible Loans up to First Copy
{pound-sterling}25,000] DDL3/0299 on
Second Copy
DDLB/0299 on
Conditions
W2 Credit Agreement Regulated by the Consumer TFCA1/1099 on From Oct 1999
Credit Act 1974 - Drawdown Loan - Original, First Original [In
Copy and Second Copy (each with Terms and Conditions) TFCA2/1099 on conjunction
Northern Rock plc First Copy with Together
[Used for Together Flexible Loans up to {pound-sterling}25,000] TFCA3/1099 on Flexible
Second Copy Mortgages.
TFCAB/1099 on
Conditions
24
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
W3 Credit Agreement Regulated by the Consumer TFIX1/0200 on From Feb 2000
Credit Act 1974 - Together Fixed - Original, First Original [In
Copy and Second Copy (each with Terms and Conditions on reverse) TFIX2/0200 on conjunction
Northern Rock plc First Copy with Together
[Used for Together Fixed Loans up to TFIX3/0200 on Fixed
{pound-sterling}25,000] Second Copy Mortgages.]
TFIXB/0200 on
Conditions
W4 Credit Agreement Regulated by the Consumer TVCA1/0200 on From Feb 2000
Credit Act 1974 - Together Variable - Original, Original [In
First Copy and Second Copy (each with Terms and Conditions on reverse) TVCA2/0200 on conjunction
Northern Rock plc First Copy with Together
[Used for Together Variable Loans up to {pound-sterling}25,000] [TVCA3/0200?] on Variable
Second Copy Mortgages.]
TVCAB/0200 on
Conditions
W5 Credit Agreement Regulated by the Consumer TVCA1/0200 on From Jan 2001
Credit Act 1974 - Together Variable - Original, Original [In
First Copy and Second Copy (each with Terms TVCA2/0200 on conjunction
and Conditions on reverse) First Copy with Together
Northern Rock plc [TVCA3/0200?] on Variable
[Used for Together Variable Loans up to {pound-sterling}25,000] Second Copy Mortgages.]
TVCAB/0101 on
Conditions
W6 Credit Agreement Regulated by the Consumer TVCA1/0200 on From May 2001
Credit Act 1974 - Together Variable - Original, Original [In
First Copy and Second Copy (each with Terms TVCA2/0200 on conjunction
and Conditions on reverse) First Copy with Together
Northern Rock plc [TVCA3/0200?] on Variable
[Used for Together Variable Loans up to {pound-sterling}25,000] Second Copy Mortgages.]
TVCAB/0501 on
Conditions
W7 Credit Agreement Regulated by the Consumer TVCA1/0200 on From Aug 2001
Credit Act 1974 - Together Variable - Original, Original [In
First Copy and Second Copy (each with Terms TVCA2/0200 on conjunction
and Conditions on reverse) First Copy with Together
Northern Rock plc [TVCA3/0200?] on Variable
[Used for Together Variable Loans up to {pound-sterling}25,000] Second Copy Mortgages.]
TVCAB/0801 on
Conditions
W8 Credit Agreement Regulated by the Consumer TVCA1/0200 on From Aug 2001
Credit Act 1974 - Together Variable - Original, Original [In
First Copy and Second Copy (each with Terms TVCA2/0200 on conjunction
and Conditions on reverse) First Copy with Together
Northern Rock plc [TVCA3/0200?] on Variable
[Used for Together Variable Loans up to {pound-sterling}25,000] Second Copy Mortgages.]
TVCAB/1001 on
Conditions
W9 Credit Agreement Regulated by the Consumer CATC/0502 on From May 2002
Credit Act 1974 - Together Variable - Original, Original, First
First Copy and Second Copy (each with Terms Copy, Second Copy
and Conditions on reverse) and on Conditions
Northern Rock plc Conditions
[Used for Together Variable Loans up to {pound-sterling}25,000]
25
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
W10 Credit Agreement Regulated by the Consumer ABTC/0802 on From Aug 2002
Credit Act 1974 - Together Fixed - Original, Original, First [In
First Copy and Second Copy (each with Terms Copy, Second Copy conjunction
and Conditions on reverse) and on Conditions with Together
Northern Rock plc Fixed
[Used for Together Fixed Loans up to {pound-sterling}25,000] Mortgages.]
W11 Credit Agreement Regulated by the Consumer TVCAB/0902 on From Sep 2002
Credit Act 1974 - Together Fixed - Original, Original, First [In
First Copy and Second Copy (each with Terms Copy, Second Copy conjunction
and Conditions on reverse) and on Conditions with Together
Northern Rock plc Variable
[Used for Together Fixed Loans up to {pound-sterling}25,000] Mortgages.]
W12 Credit Agreement Regulated by the Consumer 03/02 on From Mar 2002
Credit Act 1974 - Original, First Copy and Original, First
Second Copy Copy and Second
"MPU" Drawdown Loan Agreement Copy
Northern Rock plc CATC/0502 on
Conditions
W13 Credit Agreement Regulated by the Consumer From Aug 2002
Credit Act 1974 - Together Variable - Original,
First Copy and Second Copy
"MPU" Unsecured Loan Agreement
Northern Rock plc
[Incorporates "where applicable" Together Connection Conditions]
X CONDITIONS FOR TOGETHER PRODUCTS
(INCLUDING TOGETHER CONNECTION OPTIONS - EG SAVINGS ACCOUNT
APPLICATIONS/ AGREEMENTS ETC)
X1 Together Variable - Credit Card Application [ ] From [ ]
(with Terms and Conditions on reverse) [In
Northern Rock plc conjunction
with Together
Variable
Mortgages.
X2 Together Variable - Credit Card Application CV4/1000 From Oct 2000
(with Terms and Conditions on reverse) [In
Northern Rock plc conjunction
with Together
Variable
Mortgages.
[REQUEST
BETTER COPY]
X3 Northern Rock Credit Card Application Form MAR 151/M9C From Mar 1999
(with Terms and Conditions) 22.3.99
Northern Rock plc
X4 Together Connection Conditions MAR422 1.5.01 From Jan 2001
Northern Rock plc
X5 Northern Rock Mortgage Credit Card [CCL/80A/2] From Mar 2001
(with Terms and Conditions on reverse) (CCL/ATA/2
Northern Rock plc 15.3.2001 on
Conditions)
X6 together connections Save Direct Terms and Conditions MAR 435/11676 From May 2001
1.5.2001
X7 together connections Current Account Terms and Conditions MAR 436/11333 From May 2001
1.5.2001
X8 Northern Rock Credit Card Application Form MAR 341 9.7.2001 From Jul 2001
(with Terms and Conditions on reverse)
Northern Rock plc
26
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
X9 Options for Your together connection Mortgage [leaflet] MAR 472/12369 From Mar 2002
Northern Rock plc 15.3.2002
X10 Together Connection Conditions MAR422 7.8.02 From Aug 2002
Northern Rock plc
X11 Sample Special Conditions for Together From 30 Aug
Connections Mortgage (incorporating Doc X4 by 2002
reference) (including
Northern Rock plc New Mortgage
Product
Statement of
Requirements
memo)
X12 Sample Special Conditions for Together From 30 Aug
Mortgage (5 Year Flexible Tracker Rate) 2002
Northern Rock plc (including
New Mortgage
Product
Statement of
Requirements
memo)
X13 Together Connection Savings Options Form
Northern Rock plc
X14 Covering Letter to Borrower enclosing Together
Connections Options Docs X9 and X13
Northern Rock plc
X15 Sample Covering Letter to Borrower regarding 31 Oct 2002 Mr P
Completion of a Together Connections Loan ▇▇▇▇▇▇▇▇▇▇▇
Northern Rock plc and ▇▇▇▇ ▇ ▇
▇▇▇▇ (App No
10374507)
X16 Sample Special Conditions for Together from 9 Jan
Variable loans 2003
Northern Rock plc
X17 Sample Special Conditions for Together from 9 Jan
Connections mortgage loans - 5 year discounted 2003
tracker
Northern Rock plc
X18 Sample Special Conditions for Together Fixed from 9 Jan
mortgage loans - 2, 3, 5 and 7 year fixed 2003
Northern Rock plc
X19 Sample Special Conditions for Together Exclusives Fixed from 9 Jan
mortgage loans - 2, 3, 5 and 7 year fixed 2003
Northern Rock plc
X20 Sample Special Conditions for Together from 9 Jan
Exclusives mortgage loans 2003
Northern Rock plc
Y MORTGAGE DEEDS
Y1 Mortgage Deed (HMLR filing ref MD 542Q) From Feb 1999
Northern Rock plc [Together]
Y2 Mortgage Deed (HMLR filing ref MD 542T) SOL 1 From Oct 1999
Northern Rock plc [Together] ?
Y3 Mortgage Deed (HMLR filing ref MD542Q) From Feb 1999
Northern Rock plc [Together]
Y4 Mortgage Deed (HMLR filing ref MD542T) SOL 1 From Oct 1999
Northern Rock plc [Together Flexible]
Y5 Mortgage Deed (HMLR filing ref MD542T) SOL 1 08/00. From Aug 2000
Northern Rock plc [Together]
Y6 Mortgage Deed (HMLR filing ref MD542Z) SOL 1 02/01. From Feb 2001
Northern Rock plc [Together]
27
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
Z SUPPLEMENTARY INSTRUCTIONS TO SOLICITORS
Z1 [Together Mortgage - Reminder of documents to
be sent with Report on Title]
Z2 [Notice - Unsecured funds not available for UE1/0700 From Jul 2000
purchase of property]
Z3 "Together" Flexible Loan Drawdown Loan
Agreement - Addendum to Instructions to
Solicitors/Licensed Conveyancers
(with Certificate of Solicitor/Licensed
Conveyancer on reverse)
Z4 "Together" Flexible Loan Drawdown Loan Agreement - TFDA/0700 From Jul 2000
Addendum to Instructions to Solicitors/Licensed
Conveyancers
(with Certificate of Solicitor/Licensed
Conveyancer on reverse)
Z5 "Together" Loan Drawdown Loan Agreement - Addendum TFDA/0501 From May 2001
to Instructions to Solicitors/Licensed
Conveyancers
(with Certificate of Solicitor/Licensed
Conveyancer on reverse)
Z6 Loan Drawdown Loan Agreement - Addendum A2S/0502 From May 2002
to Instructions to Solicitors/Licensed
Conveyancers
(refers to Together Connections Mortgages)
Z7 Drawdown Loan Agreement - Addendum to A2S/0702 From Jul 2002
Instructions to Solicitors/Licensed Conveyancers
(refers to Together Connections Mortgages)
(i)
(ii)
PART 5 PERSONAL LOANS
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
AA PERSONAL LOANS
AA1 Personal Loans - An Introduction DEV 376 From 1 Apr 1996
Northern Rock Building Society 01.4.1996
AA2 Secured Personal Loans - An Introduction DEV 456 From 1 Jul 1997
Northern Rock Building Society 01.7.1997
AA3 Secured Personal Loans - An Introduction DEV 456 From 1 Jul 1997
Northern Rock Building Society 01.7.1997
AA4 Secured Personal Loans - An Introduction MAR 3 From 1 Oct 1997
Northern Rock plc 01.10.1997
AA5 Secured Personal Loans - An Introduction MAR 3 From 15 Dec 1997
Northern Rock plc 15.12.1997
AA6 Secured Personal Loans - An Introduction MAR 3 From 12 Feb 1998
Northern Rock plc 12.2.1998
AA7 Secured Personal Loans - An Introduction MAR 3/8208 From 1 Jun 1998
Northern Rock plc 01.06.1998
28
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
AA8 Secured Personal Loans - An Introduction MAR 3/9195 From 20 Aug 1999
Northern Rock plc 20.8.1999
AA9 Give me the Facts - Secured Loans Explained MAR 3/9668 From 4 Mar 2000
Northern Rock plc 04.3.2000
AA10 Give me the Facts - Secured Loans Explained MAR 3/11279 From 10 May 2001
Northern Rock plc 10.5.2001
AA11 Secured Loans Explained MAR 3/12506 From 4 May 2002
Northern Rock plc 04.5.2002
AA12 We can fix it - A Secured Personal Loan MAR 124/8813 From 1 Jun 1998
Northern Rock plc 01.6.1998
AA13 We can fix it - A Secured Personal Loan MAR 125/8664 From 22 Jan 1999
Northern Rock plc 22.1.1999
AA14 We can fix it - A Secured Personal Loan MAR 125/9459 From 1 Nov 1999
Northern Rock plc 01.11.1999
AA15 We can fix it - A Secured Personal Loan MAR 125/9714 From 17 Jan 2000
Northern Rock plc 17.1.2000
AA16 Let Me Plan Ahead - Secured Loans with a Fixed Rate MAR 125/11038 From 21 Feb 2001
Northern Rock plc 21.2.2001
AA17 Let Me Plan Ahead - Secured Loans with a Fixed Rate MAR 125/11216 From 6 Apr 2001
Northern Rock plc 06.4.2001
AA18 Let Me Plan Ahead - Secured Loans with a Fixed Rate MAR 125/11815 From 19 Sept 2001
Northern Rock plc 19.9.2001
AA19 I Want to Plan Ahead - Secured Loans with a Fixed Rate MAR 125/12507 From May 2002
Northern Rock plc May 2002
AA20 Secured Personal Loans - A guide to costs DEV 220 From 14 Jul 1995
Northern Rock Building Society 14.7.1995
AA21 Secured Personal Loans - A guide to costs DEV 220 From 16 Oct 1995
Northern Rock Building Society 16.10.1995
AA22 Secured Personal Loans - A guide to costs DEV 220 From 28 Nov 1995
Northern Rock Building Society 28.11.1995
AA23 Secured Personal Loans - A guide to costs DEV 220 From 15 Feb 1995
Northern Rock Building Society 15.2.1996
AA24 Secured Personal Loans - A guide to costs DEV 376 From 1 Apr 1996
Northern Rock Building Society 01.4.1996
AA25 Secured Personal Loans - A guide to costs DEV 377 From 22 Apr 1996
Northern Rock Building Society 22.4.1996
AA26 Secured Personal Loans - A guide to costs DEV 377 From 25 Aug 1996
Northern Rock Building Society 25.8.1996
AA27 Secured Personal Loans - A guide to costs DEV 377 From 23 Oct 1996
Northern Rock Building Society 23.10.1996
AA28 Secured Personal Loans - A guide to costs DEV 377 From 3 Jan 1997
Northern Rock Building Society 03.1.1997
AA29 Secured Personal Loans - A guide to costs DEV 377 From 1 Mar 1997
Northern Rock Building Society 01.3.1997
29
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
AA30 Secured Personal Loans - A guide to costs DEV 377 From 7 Apr 1997
Northern Rock Building Society 07.4.1997
AA31 Secured Personal Loans - A guide to costs DEV 377 From 1 May 1997
Northern Rock Building Society 01.5.1997
AA32 Secured Personal Loans - A guide to costs DEV 457 From 23 Jul 1997
Northern Rock Building Society 23.7.1997
AA33 Secured Personal Loans - A guide to costs MAR 4 From 1 Oct 1997
Northern Rock plc 01.10.1997
AA34 Secured Personal Loans - A guide to costs MAR 4 From 1 Dec 1997
Northern Rock plc 01.12.1997
AA35 Secured Personal Loans - A guide to costs MAR 4/8208 From 1 Jun 1998
Northern Rock plc 01.6.1998
AA36 Secured Personal Loans - A guide to costs MAR 4/8267 From 3 Jul 1998
Northern Rock plc 03.7.1998
AA37 Secured Personal Loans - A guide to costs MAR 4/8748 From 1 Jan 1999
Northern Rock plc 01.2.1999
AA38 Secured Personal Loans - A guide to costs MAR 4/9155 From 24 Jul 1999
Northern Rock plc 24.7.1999
AA39 Secured Personal Loans - A guide to costs MAR 4/9358 From 1 Oct 1999
Northern Rock plc 01.10.1999
AA40 Secured Personal Loans - A guide to costs MAR 4/9680 From 5 Feb 2000
Northern Rock plc 05.2.2000
AA41 Give me the figures - Secured Loan Costs in Black and White MAR 4/9668 From 4 Mar 2000
Northern Rock plc 04.3.2000
AA42 Give me the figures - Secured Loan Costs in Black and White MAR 4/11007 From 3 Mar 2001
Northern Rock plc 03.3.2001
AA43 Give me the figures - Secured Loan Costs in Black and White MAR 4/11138 From 1 May 2001
Northern Rock plc 01.5.2001
AA44 Give me the figures - Secured Loan Costs in Black and White MAR 4/11313 From 10 May 2001
Northern Rock plc 10.5.2001
AA45 Give me the figures - Secured Loan Costs in Black and White MAR 4/11619 From 1 Sept 2001
Northern Rock plc 01.9.2001
AA46 Give me the figures - Secured Loan Costs in Black and White MAR 4/11814 From 6 Oct 2001
Northern Rock plc 06.10.2001
AA47 Give me the figures - Secured Loan Costs in Black and White MAR 4/12015 From 8 Nov 2001
Northern Rock plc 08.11.2001
AA48 Give me the figures - Secured Loan Costs in Black and White MAR 4/12449 From 1 Dec 2001
Northern Rock plc 01.12.2001
(iii)
(iv)
(v)
30
PART 5 NON-MATERIAL DOCUMENTS
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
BB
BB1 Instructions to Solicitors - Fixed Sum Plan (Scotland) ADV 269 5.98 From May 1998
Northern Rock plc
BB2 Instructions to Solicitors - Fixed Sum Plan (Scotland) ADV 269a 5.98 From May 1998
Northern Rock plc
BB3 Deed of Variation of Security and Receipt for Further Advance (Scotland) SOL009 09/00 From Sep 2000
Northern Rock plc
BB4 Help Me Buy to Let - Mortgages for Landlords MAR 466/11665 From 3 Sep 2001
Northern Rock plc 03.9.2001
BB5 Help Me Buy to Let - Mortgages for Landlords MAR 466/11794 From 19 Sep 2001
Northern Rock plc 19.9.2001
BB6 Help Me Buy to Let - Mortgages for Landlords MAR 466/11856 From 4 Oct 2001
Northern Rock plc 04.10.2001
BB7 Help Me Buy to Let - Mortgages for Landlords MAR 466/11974 From 8 Nov 2001
Northern Rock plc 08.11.2001
BB8 Help Me Buy to Let - Mortgages for Landlords MAR 466/12222 From 7 Jan 2002
Northern Rock plc 07.1.2002
BB9 I want to buy to let - Mortgages for Landlords MAR 466/12470 From 20 Mar 2002
Northern Rock plc 20.3.2002
BB10 I want to buy to let - Mortgages for Landlords MAR 466/12645 From 10 May 2002
Northern Rock plc 10.5.2002
BB11 I want to buy to let - Mortgages for Landlords MAR 466/12861 From 26 Jul 2002
Northern Rock plc 26.7.2002
BB12 I want to buy to let - Mortgages for Landlords MAR 466/12861 From 26 Jul 2002
Northern Rock plc 06.8.2002
BB13 I want to buy to let - Mortgages for Landlords MAR 466/13148 From 21 Oct 2002
Northern Rock plc 21.10.2002
BB14 I want to buy to let - Mortgages for Landlords MAR 466/13232 From 8 Nov 2002
Northern Rock plc 08.11.2002
BB15 Sample Special Conditions for Bradford &
Bingley Together Exclusives (Variable) From 9 Jan 2003
Northern Rock plc
BB16 Sample Special Conditions for Bradford & Bingley From 9 Jan 2003
Together Exclusives Fixed mortgage
loans - 2, 3, 5 and 7 m 9 year fixed
Northern Rock plc
BB17 Sample Special Conditions for Buy to Let 2 year Fixed Rate From 9 Jan 2003
Northern Rock plc
BB18 Sample Special Conditions for Buy to Let 1.5% 5 year Tracker From 9 Jan 2003
Northern Rock plc
31
SABW DOCUMENT REFERENCE USAGE PERIOD
AND NOTES
BB19 Sample Wording - Buy to Let - Help With Costs
Northern Rock plc
BB20 Sample Special Conditions for HERM Cashplus From 9 Jan 2003
Fixed and Capped/ Exclusive HERM Cashplus
Fixed and Capped/ ▇▇▇▇ ▇▇▇▇ Cashplus Fixed and Capped
Northern Rock plc
BB21 Sample Special Conditions for HERM Standard From 9 Jan 2003
Fixed and Capped/ HERM Standard Fixed and Capped Exclusives/
▇▇▇▇ ▇▇▇▇ Standard Fixed and Capped
Northern Rock plc
BB22 Sample Special Conditions for Legal & General From 9 Jan 2003
Together Exclusives (Variable)
Northern Rock plc
BB23 Sample Special Conditions for Legal & General From 9 Jan 2003
Together Exclusives Fixed mortgage loans - 2,
3, 5 and 7 year fixed Northern Rock plc
32
SIGNATORIES
▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇
By:
▇▇▇▇▇ & ▇▇▇▇▇
By:
33