The Securities Lending Agreement is essential for institutional participants in the Australian securities lending market who engage in the temporary transfer of securities against collateral. This agreement is typically used when financial institutions, such as banks, investment managers, or pension funds, wish to establish an ongoing securities lending relationship under Australian law. The document covers crucial aspects including loan initiation, collateral management, corporate actions, tax treatments, and default scenarios, all within the context of Australian regulatory requirements. It incorporates specific provisions required by Australian legislation, including the Corporations Act 2001 (Cth), ASIC regulations, and relevant prudential standards. The agreement is structured to provide clear operational guidelines while ensuring compliance with Australian financial services laws and regulations.

1. Parties: Identification of the lender and borrower, including their legal status and contact details

2. Background: Context of the agreement and brief description of the parties' intentions

3. Definitions: Comprehensive definitions of terms used throughout the agreement

4. Loans of Securities: Core provisions governing the lending and borrowing of securities, including initiation process

5. Transfer of Securities: Procedures and requirements for transferring securities between parties

6. Collateral Requirements: Rules regarding posting, maintaining, and returning collateral

7. Margin Maintenance: Procedures for calculating and maintaining margin requirements

8. Income Payments and Corporate Actions: Handling of dividends, interest, rights issues and other corporate actions

9. Fees and Charges: Lending fees, transaction costs, and payment arrangements

10. Tax Provisions: Treatment of withholding tax and other tax implications

11. Events of Default: Definition of default events and consequences

12. Close-out and Set-off: Procedures for terminating transactions and settling obligations

13. Representations and Warranties: Standard legal representations made by both parties

14. Covenants: Ongoing obligations of the parties

15. Indemnification: Provisions for indemnifying parties against specified losses

16. Dispute Resolution: Procedures for resolving disputes between parties

17. Governing Law and Jurisdiction: Applicable law and courts having jurisdiction

18. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment