GMSLA Anatomy

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GMSLA Anatomy

Documentation: Full wikitext | Nutshell wikitext
More Information: Pledge GMSLA | GMSLA Netting | Guide to Equity Finance
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Stock Lending Anatomies: GMSLA Anatomy | Pledge GMSLA Anatomy | 2000 GMSLA Anatomy | OSLA Anatomy
Anatomy: AIFMD | CASS | CDEA | COBS | Conference calls | Confis | CRR | CSA | EFET | EMIR | Equity Derivatives | FOA PCA | FUND | GMRA | GMSLA | GTMA | ISDA | OSLA | PB | Swapclear | UCITS

This is the anatomy for the Global Master Securities Lending Agreement. For the anatomy for the 2000 GMSLA see 2000 GMSLA Anatomy.

2010 GMSLA

1. Applicability
2. Interpretation

2.1 Definitions
Act of Insolvency
Agency Annex
Alternative Collateral
Applicable Law
Automatic Early Termination
Base Currency
Business Day
Buy In
Cash Collateral
Close of Business
Collateral
Defaulting Party
Delivery
Designated Office
Equivalent or equivalent to
Income
Income Record Date
Letter of Credit
Loaned Securities
Margin
Market Value
Nominee
Non Cash Collateral
Non Defaulting Party
Notification Time
Parties
Posted Collateral
Reference Dealers
Required Collateral Value
Sales Tax
Settlement Date
Stamp Tax
Tax
2.2 Headings
2.3 Market terminology
2.4 Currency conversions
2.5
2.6 Modifications etc. to legislation

3. Loans of Securities
4.1 Delivery

4.1 Delivery of Securities on commencement of Loan
4.2 Requirements to effect Delivery
4.3 Deliveries to be simultaneous unless otherwise agreed
4.4 Deliveries of Income

5. Collateral

5.1 Delivery of Collateral on commencement of a Loan
5.2 Deliveries through securities settlement systems generating automatic payments
5.3 Substitutions of Collateral
5.4 Marking to Market of Collateral during the currency of a Loan on aggregated basis
5.5 Marking to Market of Collateral during the currency of a Loan on a Loan by Loan basis
5.6 Requirements to deliver excess Collateral
5.7 (Attribution of Collateral to Loans)
5.8 Timing of repayments of excess Collateral or deliveries of further Collateral
5.9 Substitutions and extensions of Letters of Credit

6. Distributions and Corporate Actions

7. Rates applicable to Loaned Securities and Cash Collateral

7.1 Rates in respect of Loaned Securities
7.2 Rates in respect of Cash Collateral
7.3 Payment of rates

8. Delivery of Equivalent Securities

8.1. Lender’s right to terminate a Loan
8.2. Borrower’s right to terminate a Loan
8.3. Delivery of Equivalent Securities on termination of a Loan
8.4. Delivery of Equivalent Collateral on termination of a Loan
8.5. Delivery of Letters of Credit
8.6. Delivery obligations to be reciprocal

9. Failure to Deliver

9.1 Borrower’s failure to deliver Equivalent Securities
9.2 Lender’s failure to deliver Equivalent Collateral
9.3 Failure by either Party to deliver

10. Events of Default

10.1 Lists of Events of Default
10.1(a): Failure to pay Collateral
10.1(b): Unremedied failure to manufacture payments
10.1(c): Failure to pay or deliver
10.1(d): Insolvency
10.1(e): Breach of warranty
10.1(f): Repudiation
10.1(g): Administration
10.1(h): Suspension from exchange
10.1(i): Unremedied failure to perform

10.2 Notification of Events of Default
10.3 Complete statement of remedies
10.4 No consequential loss

11. Consequences of an Event of Default

11.1 Application of 11.2 to 11.7 following Event of Default
11.2 Delivery and payment obligations following Event of Default
11.3 Definition of Default Market Value
11.4 Determination of Default Market Value
11.5 Net Value determination where unable to sell Securities
11.6 Where Non-Defaulting Party has not determined Default Market Value
11.7 Other costs, expenses and interest payable in consequence of an Event of Default
11.8 Set-off

12. Taxes
13. Lender’s Warranties
14. Borrower’s Warranties
15. Interest on Outstanding Payments
16. Termination of this Agreement (2010) and Transactions Entered Into As Agent (2000)
17. Single Agreement
18. Severance
19. Specific Performance
20. Notices
21. Assignment
22. Non Waiver
23. Governing Law and Jurisdiction
24. Time
25. Recording
26. Waiver of Immunity
27. Miscellaneous

27.1Entire agreement
27.2Warranty as to text
27.3Amendments
27.4Existing Loans
27.5Automation
27.6Survival on termination of obligations
27.7Survival on termination of warranties
27.8Rights cumulative
27.9Counterparts
27.10Contracts (Rights of Third Parties) Act 1999

Schedule
Agency Annex
Addendum 1 Scope (Agency Addendum)
Addendum 2 Interpretation (Agency Addendum)
Addendum 3 Modifications to the Agency Annex
Addendum 4 Allocation of Agency Loans
Addendum 5 Allocation of Collateral
Addendum 6 Pooled Principals: Rebalancing of Margin
Addendum 7 Warranties (Agency Addendum)

2010 UK Addendum
EU Short Selling Notices


1995 OSLA

1 Interpretation

Rules

2 Loans of Securities
3 Delivery of Securities
4. Rights and title
(A) (Documents of title)
(B) (Income)

(i) (Income Payment Dates)
(ii) (Manufactured Dividends)
(iii) (Tax deductions on Manufactured Dividends)
(iv) (Payment through an Approved UK Intermediary or Approved UK Collecting Agent)
(v) (Interest)
(vi) (Voting rights)
(vii) (Conversion rights, etc.)
(viii) (Payments under this Clause)

5 Rates
6 Collateral
7. Redelivery of Equivalent Securities

7(A) Borrower’s undertaking to redeliv Equivalent Securities
7(B) Lender’s right to call for redelivery of Equivalent Securities
7(C) Lender’s election where Borrower does not return Equivalent Securities
7(D) Borrower to pay reasonable costs of any Buy-in
7(E) Borrower’s right to terminate loans
7(F) Redelivery of Talisman certificates

8 Set-off etc.

8(A) Redelivery on the Performance Date
8(B) Acceleration on Event of Default
8(C) Relevant Value
8(D) Bid Balue and Offer Value
8(E) Buy Ins
8(F) Non Cash Securities as Collateral
8(G) Event of Default on failure to redeliver
8(H) Waiver in case of practical difficulties redelivering

9 Taxation
10 Lender’s Warranties
11 Borrower’s Warranties
12 Events of Default
13 Outstanding Payments
14 Transactions Entered Into As Agent
15 Termination of Course of Dealings by Notice
16 Governing Practices
17 Observance of Procedures
18 Severance
19 Specific Performance
20 Notices
21 Assignment
22 Non-Waiver
23 Arbitration and Jurisdiction
24 Time
25 Recording
26 Governing Law