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1. Parties: Identifies and provides full details of the lender and borrower
2. Background: Sets out the context of the agreement and the parties' intentions
3. Definitions and Interpretation: Defines key terms and establishes interpretation principles
4. Loan and Purpose: Specifies the shares being loaned, loan period, and permitted purpose
5. Security Arrangements: Details the security interest over the shares and any additional security
6. Delivery and Return of Shares: Procedures for transferring shares at start and end of loan
7. Payments and Distributions: Handling of dividends, rights issues, and other corporate actions
8. Representations and Warranties: Key statements of fact and capacity by both parties
9. Undertakings: Ongoing obligations of the parties during the loan period
10. Events of Default: Circumstances constituting default and consequences
11. Enforcement: Rights and procedures following an event of default
12. Costs and Taxes: Allocation of transaction costs and tax obligations
13. Notices: Communication procedures between parties
14. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, etc.
1. Security Trustee Provisions: Required when there are multiple lenders and a security trustee structure
2. Retail Client Protections: Additional provisions required when the borrower is a retail client
3. Guarantee: When a third-party guarantee is required for the loan
4. Additional Security: When other assets are provided as security besides the shares
5. Market-Making Provisions: When shares are being borrowed for market-making purposes
6. Custody Arrangements: When a third-party custodian is involved
7. Margin Maintenance: When ongoing margin requirements apply to the loan
8. Securities Lending Arrangements: When the agreement needs to comply with standard securities lending practices
1. Schedule 1 - Share Details: Details of the shares being loaned including company name, class, quantity, and any identifying numbers
2. Schedule 2 - Fee Schedule: Details of all fees, charges, and interest arrangements
3. Schedule 3 - Transfer Procedures: Detailed procedures for transferring shares and updating registers
4. Schedule 4 - Form of Transfer: Standard share transfer form to be used
5. Schedule 5 - Security Documents: Forms of any security documents required
6. Schedule 6 - Conditions Precedent: List of documents and conditions required before loan effectiveness
7. Appendix A - Regulatory Compliance Checklist: Checklist ensuring compliance with relevant regulations
8. Appendix B - Required Notices and Forms: Templates for notices and forms required during the loan period
ASIC
ASX
Authorised Representative
Business Day
CHESS
Collateral
Companies Act
Completion Date
Controlling Participant
Corporate Action
Default Event
Default Interest Rate
Distribution
Dividend
Enforcement Event
Equivalent Securities
Event of Default
Financial Product
Government Agency
GST
Holder Identification Number
Holding Lock
Insolvency Event
Interest Period
Issuer
Issuer Sponsored
Loan
Loan Period
Loaned Securities
Margin
Market Value
Material Adverse Effect
Participant
PPSA
PPSR
Reference Price
Related Body Corporate
Relevant Interest
Rights
Securities
Security Interest
Settlement Date
Share Registry
Shares
SRN
Subsidiary
Takeover Bid
Tax
Transfer
Transfer Date
Transferee
Transferor
Voting Rights
Loan Terms
Security Interest
Transfer of Shares
Payment Obligations
Corporate Actions
Dividend Rights
Voting Rights
Representations and Warranties
Undertakings
Events of Default
Enforcement
Confidentiality
Anti-Money Laundering
PPSA Provisions
Indemnification
Set-Off Rights
Assignment and Transfer
Regulatory Compliance
Tax Provisions
Costs and Expenses
Notices
Governing Law
Dispute Resolution
Force Majeure
Termination
Amendment
Severability
Entire Agreement
Counterparts
Financial Services
Investment Banking
Securities Trading
Wealth Management
Asset Management
Professional Services
Corporate Finance
Investment Management
Stockbroking
Private Banking
Legal
Compliance
Securities Operations
Trading
Portfolio Management
Risk Management
Corporate Finance
Investment
Securities Lending
Custody Operations
Finance
Settlements
Company Secretariat
Regulatory Affairs
Legal Counsel
Compliance Officer
Securities Operations Manager
Trading Manager
Portfolio Manager
Risk Manager
Corporate Finance Manager
Investment Director
Securities Lending Specialist
Custody Operations Manager
Financial Controller
Chief Investment Officer
Settlements Manager
Company Secretary
Regulatory Affairs Manager
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