Manufactured payments in respect of Non-Cash Collateral - GMSLA Provision

2010 Global Master Securities Lending Agreement A Jolly Contrarian owner’s manual™ Resources and navigation 2010 GMSLA: Full wikitext · Nutshell wikitext | GMLSA legal code | GMSLA Netting Pledge GMSLA: Hard copy (ISLA) · Full wikitext · Nutshell wikitext | 1995 OSLA: OSLA wikitext | OSLA in a nutshell | GMSLA/PGMSLA/OSLA clause comparison table From Our Friends On The Internet: Guide to equity finance | ISLA’s guide to securities lending for regulators and policy makers Navigation 2010 GMSLA 1 · 2 · 3 · 4 · 5 · 6 · 7 · 8 · 9 · 10 · 11 · 12 · 13 · 14 · 15 · 16 · 17 · 18 · 19 · 20 · 21 · 22 · 23 · 24 · 25 · 26 · 27 · Schedule · Agency Annex · Addendum for Pooled Principal Agency Loans 2018 Pledge GMSLA 1 · 2 · 3 · 4 · 5 · 6 · 7 · 8 · 9 · 10 · 11 · 12 · 13 · 14 · 15 · 16 · 17 · 18 · 19 · 20 · 21 · 22 · 23 · 24 · 25 · 26 · 27 · 28 · Schedule · Agency Annex Stock Loan owner’s manuals: 2010 GMSLA · 2000 GMSLA · Pledge GMSLA · OSLA Index: Click ᐅ to expand: GMSLA Pledge GMSLA Clause 6.3 in a Nutshell™ Use at your own risk, campers! 6.3 Manufactured payments in respect of Non-Cash Collateral Where Borrower provides the Lender with Non Cash Collateral over an Income Record Date Lender must, on the date the Income is paid, manufacture an equivalent amount of Income to Borrower that Lender would have received on that Non Cash Collateral had it held it on the Income Record Date and not been entitled to any Tax relief on that payment under Applicable Law. view template Full text of Clause 6.3 6.3 Manufactured payments in respect of Non-Cash Collateral Where Non Cash Collateral is delivered by Borrower to Lender and an Income Record Date in respect of such Non Cash Collateral occurs before Equivalent Collateral is delivered by Lender to Borrower, Lender shall on the date such Income is paid, or on such other date as the Parties may from time to time agree, pay or deliver to Borrower a sum of money or property as is agreed between the Parties or, failing such agreement, a sum of money or property equivalent to (and in the same currency as) the type and amount of such Income that would be received by Lender in respect of such Non Cash Collateral assuming Lender: (a) retained the Non Cash Collateral on the Income Record Date; and (b) is not entitled to any credit, benefit or other relief in respect of Tax under any Applicable Law. view template Related agreements and comparisons Related agreements: Click here for the same clause in the 2018 Pledge GMSLA Related agreements: Click here for the same clause in the 1995 OSLA Comparison: Template:Gmsladiff 6.3 Comparison: Template:Osladiff 6.3 Tell me more Sign up for our newsletter — or just get in touch: for ½ a weekly 🍺 you get to consult JC. Ask about it here.

Content and comparisons

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Summary

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General discussion

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There is quite a lot of hedging around with conditionals — “the amount the Lender would have received had it held...” — that looks quite unnecessary — and truthfully, is — but is designed to cater for the details freak/paranoid weirdos in the legal department, because (a) being a title transfer agreement, the Lender is not obliged to, and may well not, hold on to any collateral it has been delivered, and thus may not be entitled to interest on the Collateral at all, and (b) the Lender is only obliged to manufacture the payment if the Collateral Issuer actually makes the payment, and not if it is obliged to make the payment, but then fails to (because it has blown up, for example.

So there's a sort of four way matrix here to determine whether a Lender has to manufacture a payment.

Manufactured income matrix	Lender held Collateral	Lender reused Collateral
Issuer made payment	Yes	Yes
Issuer failed payment	No	No

Snafu under the 2000 GMSLA

Note this is all somewhat complicated under the 2000 GMSLA because the drafting committee rather muffed their job. See Clause 6.1 re Manufactured Payments.