AGREEMENT AND LIMITED POWER OF ATTORNEY made this day ...
AGREEMENT AND LIMITED POWER OF ATTORNEY made this day ...
AGREEMENT AND LIMITED POWER OF ATTORNEY made this day ...
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Paid Securities will be terminated and the securities returned to the Customer by thedeadlines specified in the Global Master Securities Lending Agreement for Fully-PaidLending (generally, at most three business <strong>day</strong>s from termination).16. The Customer acknowledges that if the Customer signs <strong>this</strong> Agreement and Power OfAttorney and participates in the Broker’s Securities Lending Programme, theCustomer will not have the ability or right to approve specific loans before or afterthey are initiated, will not have the ability to approve or reject loan rate changes andwill not have the right to terminate specific loans (except if the Customer sells thesecurities that are being loaned or if the Customer terminates its participation in theProgram). If the Customer is dissatisfied with a particular loan or loans or the rate(s)the Customer is receiving or the Management Fee, the Customer may terminate hisparticipation in the Program at any time as specified in the preceding paragraph.17. The Broker may terminate <strong>this</strong> Agreement and the Customer’s participation in theBroker’s Securities Lending Programme at any time upon written notice to theCustomer. After such termination, all outstanding loans of Fully-Paid securities willbe terminated and the securities returned to the Customer by the deadlines specified inthe Global Master Securities Lending Agreement for Fully-Paid Lending.18. The Customer is entitled to receive the amount of all dividends and distributions <strong>made</strong>on or in respect of loaned securities. The Customer may receive cash payments “inlieu of” dividends. Such cash payments in lieu of dividends are not the same asqualified dividends for tax purposes and may be taxed as normal income (up to __%)instead of the preferential qualified dividend rate of ___% (Nigerian federal tax ratesquoted here are for 2011 and subject to change). The Broker may, but is not requiredto, recall loaned securities from the Borrower prior to a dividend, so as to reducepotential negative tax consequences. The Customer is responsible for evaluating thetax consequences of participating in the Broker’s Securities Lending Programme andseeking the advice of a tax professional if needed.<strong>LIMITED</strong> ROLE <strong>OF</strong> THE BROKER19. The Power of Attorney and discretionary authorization granted by the Customer to theBroker in <strong>this</strong> Agreement is limited to the initiation, management and termination ofloans of Fully-Paid Securities as described herein and pursuant to the Global MasterSecurities Lending Agreement for Fully-Paid Lending.20. The Broker shall have no discretion to buy or sell securities or to make otherinvestment decisions for the Customer’s account. The Broker is not obligated to andwill not provide any trading or investment or tax advice or recommendations to theCustomer. The decision whether to buy or hold or sell Fully-Paid securities orsecurities of any kind is solely the Customer’s responsibility. The Brokers’ initiationor termination of a loan of fully-paid securities is not a recommendation as to thelong-term value of the securities and loaned securities may rise or fall in value, whichis solely the responsibility of the Customer.BANKRUPTCY OR INSOLVENCY21. In the event that the Broker: (1) applies for or consents to a receiver, custodian,trustee or liquidator of itself or its property; (2) admits in writing its inability, orbecomes generally unable, to pay its debts as such debts become due; (3) makes ageneral assignment for the benefit of its creditors; or (4) files, or has filed against it, a