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Renaissance Securities (Cyprus) Limited

Professional Clients & Eligible Counterparties



Version 1: October 2011




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INVESTMENT SERVICES AGREEMENT

This Agreement is dated as of [ ] and is entered into between:
Renaissance Securities (Cyprus) Ltd, having its registered office is at 9
th
Floor, Capital Centre, 2-4 Archbishop Makarios III Avenue,
1505 Nicosia, Cyprus, (telephone number + 357 22 505800 and fax number is + 357 22 676755) authorized and regulated by the
Cyprus Securities & Exchange Commission (CySEC) under license number 053/04 ( + 357 22 875475 )for the conduct of designated
investment business in Cyprus and other jurisdictions, including the European Union (Renaissance); and
[Name of Customer] a company incorporated in [ ] with its registered office at [ ] (the Customer or you),
Together, the Parties and each individually a Party.
1. DEFINITIONS AND INTERPRETATION
1.1 This Agreement, which also includes and incorporates by reference the schedules hereto and any other schedules for the
provision of certain Services which you request us to provide to you from time to time (the Agreement and the Schedules),
sets out the terms on which we are willing to act for you. You hereby represent and warrant to us that you are aware that thi s
Agreement creates a contractual relationship that has legal consequences.
1.2 The Services we provide to you shall in no way give rise to any fiduciary or equitable duties on our part or that of any
Associated Firm acting in a dual capacity (either as principal or as agent) in respect of any Investments sold or purchased by
you, or prevent or hinder us or any Associated Firm in any other way in acting as provided in this Agreement.
1.3 In this Agreement unless the context will not allow:
references to we, us and similar expressions means Renaissance and / or, where the context so admits, any relevant
Associated Firm;
singular references will include the plural;
references to persons will include individuals, bodies corporate (wherever incorporated), unincorporated associations and
partnerships;
any reference to an enactment, statutory provision, rule or regulation is a reference to it as it may have been, or may from
time to time be, amended, modified, consolidated or re-enacted;
references to writing will include the transmission of text electronically;
where general words are followed by the expressions including, for example or such as and specific examples are given
the interpretation of the general words will not be limited to the examples given;
this Agreement and any present or future amendments or Schedules thereto, are constructed in the English language. In case
of differences between this document and any translation of it, the English version will prevail;
words that are defined in CySEC Directives and Circulars have the same meaning in this Agreement and the Customer
Document Pack unless the term is expressly defined therein; and
headings are for convenience only and will not affect the construction of this Agreement.
"Account Opening Pack" means the pack of documents provided to the Customer by Renaissance to be completed by the Customer
in order to open an account in the name of the Customer with Renaissance.
"Act of Insolvency" shall have the meaning ascribed to it in the Insolvency Act 1986, as amended from time to time, ) the
occurrence in any other jurisdiction of any procedure equivalent, analogous or similar.
Approved Bank means a central bank or a regulated bank and may also include Commercial Bank Renaissance Capital, our
affiliate bank operating in the Russian Federation under license and supervision by the Central Bank of the Russian Federation.
"Assets" means those Investments which we hold on your behalf in a Securities account with us.



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"Associate" or "Associated Firm/s" means:
(i) with respect to Renaissance: any undertaking in the Renaissance Group of companies or subsidiary of Renaissance
Management Holdings Limited from time to time; and
(ii) with respect to the Customer: (i) any entity or person controlled directly or indirectly by the Customer, (ii) any entity or
person that controls directly or indirectly the Customer, (iii) any entity or person directly or indirectly under common
control with the Customer or (iv) any entity or person directly or indirectly controlled by one of the entities or person/s
included in (i) (iii) here above. For this purpose, "control" of any entity or person means any of the following (A) the power
(whether by way of ownership of shares or participatory interests or by way of proxy, contract, agency or otherwise, and
whether exercised legally, beneficially or de facto, directly or indirectly): (i) to cast, or control the casting of, more than one-
half of the maximum number of votes that might be cast at a general meeting of such entity or person; or (ii) to appoint or
remove all, or the majority, of the directors, management committee, supervisory committee or other equivalent officers of
such entity or person; or (iii) to appoint or remove the president, managing director or chief executive officer of such enti ty
or person; or (iv) to give directions with respect to such entity or person, which the president, managing director, chief
executive officer, directors, management committee, supervisory committee, or other equivalent officers of such entity are
obliged to comply with; or (v) otherwise to determine the activities of such entity or person; or (B) the holding, directly or
indirectly, legally or beneficially, of more than one-half of the issued share capital of or participatory interest in such entity
or person.
"Best Execution" shall have the meaning ascribed to it in the Rules.
"Business Day" means a day on which Renaissance and banks in Nicosia, London and Moscow are generally open for the transaction
of business contemplated by this Agreement.
"Cash" means US Dollars (or any currency that Renaissance may agree in writing to accept for the purpose from time to time).
Account means the Clients account for holding Cash and/or Securities with Renaissance.
"Client Money Rules" means the rules set out by CySEC in relation to the handling of client money in connection with Investment
Services business as set out in Part VI of Directive DI144-2007-01 and in any successor or supplementary regulations.
"Corporate Action" means, without limitation, any conversion, subscription rights, subdivision, consolidation, redemption, merger,
rights relating to takeovers or other offers or capital re-organization, capitalization issue, rights issue, redenomination,
renominalization or other event similar to the foregoing. Corporate Action will not include any voting rights that are exercisable,
whether in connection with the foregoing, or otherwise.
Currency Sub-Account means a sub-Account opened in order to take cash deposits in USD, EUR, GBP or any other currencies as
are requested by the Customer and agreed to by Renaissance from time to time.
"Customer Document Pack" means this Agreement, the Account Opening Pack, any Schedules and any other documentation
provided to you during the Customer on-boarding process or sent to you and/or entered into with you from time to time which
relate to the Services provided under or in connection with this Agreement, whether or not the document(s) have been expressl y
incorporated into this Agreement.
"Designated Investment Business" or "General Dealing Services" means the investment services business that Cypriot Investment
Firms are permitted to carry out in accordance with the Law and the terms of their respective operating licenses as issued by CySEC.
"Electronic Services" means any and all services falling within the scope of or provided in accordance with the Electronic Services
Schedule.
"Equivalent Securities" or "Equivalent Assets" means, in relation to other securities, securities that are of the same issuer, part of
the same issue and of an identical type, nominal value, description and amount and that have the same rights as those other
securities (provided that where there has been a corporate action or similar event in relation to such securities we may reasonably
determine what securities (which may consist of and include money and other property) are equivalent for this purpose).
"Exchange" means any exchange, regulated market, multilateral trading facility, trading system or association of dealers in any part
of the world (and includes a successor body) on or through which Investments or assets underlying, derived from or otherwise
related directly or indirectly to Investments are bought and sold.
"GMRA" means either the 2002 or 2010 Global Master Repurchase Agreement of the International Capital Markets Association
along with any of its supporting annexes or other documentation.


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"Income" means any interest, dividends or other distributions of any kind whatsoever with respect to any Investments.
"Investment(s)", "Products" or "Financial Instruments" means financial instruments, Securities or products that Renaissance may
be, under the terms of its operating license, entitled to provide from time to time, a (non-exhaustive and subject to change without
notice) list of which is available at http://www.renaissancegroup.com/InvestmentBanking/About/LegalInformation/RSLtd/.
"ISDA" means either the 1992 or 2002 ISDA Master Agreement of the International Swaps and Derivatives Association (ISDA) along
with any of its supporting annexes or other documentation.
"Law" means the Provision of Investment Services, the Exercise of Investment Activities, the Operation of Regulated Markets and
Other related Matters Law of 2007.
"MiFID" means the Markets in Financial Instruments Directive.
"Order Execution Policy" means Renaissances order execution policy available at
http://www.renaissancegroup.com/InvestmentBanking/About/LegalInformation/RSLtd/
"Professional Client" and "Eligible Counterparty" shall have the meanings ascribed to them in the Rules.
"Rules" means:
(a) all Cyprus and other applicable laws and any successor legislation, including without limitation, the rules and guidance
promulgated by the CySEC pursuant to the Law and any successor or supplementary legislation;
(b) rules, statements of principle and directives of CySEC and other competent authorities (including self regulating
organizations) responsible for the regulation of the investment services business including Directive DI144-2007-01 issued by
the CySEC in relation to the authorization and operating conditions of Cyprus Investment Firms and Directive DI144-2007-02
in relation to the professional competence of investment firms and of the natural persons employed by them;
(c) all statutory and other requirements relating to money laundering, including, without limitation, the Prevention and
Prohibition of Legalization of Proceeds of Criminal Activities Law of 2007, the CySEC Anti-Money Laundering Regulations of
2001, the CySEC Anti-Money Laundering Regulations of 2001, the CySEC Directive Regarding the Prevention of Money
Laundering and Terrorist Financing (144-2007-08) and any successor or supplementary legislation and regulations;
(d) the Processing of Personal Data (Protection of Individuals) Law of 2001;
(e) the Law on Insider Dealing and market manipulation (Market Abuse) of 2005 and any successor or supplementary legislation
and regulations; and
(f) all rules, regulations and by-laws of any relevant exchange and/or clearing institution and applicable accepted market
practice and custom.
"Security" means the security interest referred to in Clause 11 of this Agreement.
"Securities" means financial instruments such as shares and bonds, including fixed income (or fixed income related) and equity (or
equity related) investments, stocks, securities, debentures, certificates of deposit and other instruments (including, but not limited
to, options, forwards, derivatives and commodity-linked instruments).
"Services" means such services as Renaissance is licensed to provide to you by CySEC and as part of this Agreement which exclude
investment advice and portfolio management on a discretionary or advisory basis and which include, but are not limited to the
following:
Reception and transmission of orders in relation to one or more financial instruments;
Execution of orders on behalf of clients;
Dealing on own Account;
Safekeeping and administration of financial instruments for the account of clients, including custodianship and related
services such as cash/collateral management;
Granting credits or loans to clients to allow them to carry out transactions in one or more financial instruments where
Renaissance which grants the credit / loan is involved in the transaction; and
Foreign exchange services where these are connected to the provision of investment services.
We may, following a request from you to do so, provide you from time to time with additional Schedules setting out the terms on
which we will offer products to you in addition to those with which you have already been provided. In the event that we do so, any
such Schedules will be deemed to be incorporated by reference into this Customer Document Pack and shall be deemed, from the


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date on which you first avail yourself of those Services, to have been accepted by you and have the same legal effect as if they had
been included in the Customer Document Pack originally provided to you.
"Spot Rate" means the applicable exchange rate as determined by Renaissance from time to time and in its absolute discretion.
"Taxes" means taxes, duties, imposts and fiscal and regulatory charges of any nature, wherever and whenever imposed including
value added taxes, stamp and other documentary taxes and Exchange, Clearing House, regulatory and industry levies.
"Tied Agents" means a person established in a member state, who, acting under the full and unconditional responsibility of only one
investment firm of a member state, on whose behalf it acts, promotes investment or/and ancillary services, attracts clients or
prospective clients, receives and transmits client orders in respect of investment services or financial instruments, places financial
instruments or/and provides advice to clients or prospective clients in respect of those financial instruments or services.
"Your Information" means the information you have provided to Renaissance with respect to your identity, your representatives,
your business, operating and financial and business standing your investment objectives which will be subject to the terms of this
Agreement with respect to Data Processing and Confidentiality, including that information contained in the Account Opening Pack.
2. Provision of Services
2.1 We may effect transactions that may commit you to further payment or liability (contingent liability transactions). These may
include options where you will be obliged to make payment or delivery if the option is exercised against you, or contracts for
differences such as swaps where you will be required to make variable payments depending on the performance of an index
or other factor specified in the contract.
2.2 Unless you have indicated otherwise, we may enter into transactions in options or contracts for differences which will, or
may, result in you having to provide a deposit of cash or securities as security for unrealized losses which have occurred or
may occur in relation to your Investments (margin payments). Payments may be required both on entering into a transaction
(initial margin) and on a daily basis throughout the life of the transaction if the value of the transaction moves against you
(variation margin). Details of our margining procedure are set out in the Margin Schedule, which forms part of this
Agreement.
2.3 We may enter into transactions with you governed by the terms of an ISDA, GMRA or other master agreement. If there is a
conflict between the terms of such master agreement and this Agreement in relation to any such transaction, then the terms
of the master agreement will prevail. Please note that certain services (for example investment advice, portfolio management
and underwriting / corporate finance advisory) are not covered by this Agreement. If you ask Renaissance to provide these
services and we agree, then such services will be subject to a separate agreement between the Parties.
2.4 Unless you expressly request, and we agree, we will not make any personal recommendation to you, nor advise you on the
merits of any transaction in Investments, including in relation to US issuers or financial instruments. We may provide you with
information about Investments, including their terms or performance, and we may provide you with trading ideas. However,
in providing such information and ideas we will not be making any personal recommendation to you or advising you on the
merits of any such Investment, including in relation to US issuers or financial instruments, and you will be responsible for
making your own assessment of such information and ideas. We cannot, and will not provide you with legal or tax advice, and
if you consider it necessary you should consult your own legal and tax advisers. We may discuss the terms of this Agreement
as well as the information and clauses of other documents included in the Customer Document Pack with you, however we
cannot advise you on and will not be liable to you for any opinion we may give in relation to this Agreement and /or the
Customer Document Pack.
2.5 For the purposes of this Agreement, you agree that we are categorizing you as either a Professional Client or as an Eligible
Counterparty (as defined in the Rules), and such categorization will be separately communicated to you. You have the right
ask Renaissance to change your classification either for individual services or for the whole relationship. If you do not agree
with your classification, please communicate this immediately to Renaissance in writing. We have an obligation under the
Rules, to assess the appropriateness of the Service or the investments which are the subject of such Service. There is,
however, no such obligation to do so if:
(a) you meet the requirements to be treated as an Eligible Counterparty or Professional Client (as defined in the Rules) and
therefore we are entitled to assume that you have the necessary experience and knowledge in order to understand the risks
involved in relation to particular services and / or Investments and / or transactions; and
(b) the Investments in which you wish to transact, irrespective of your client categorization, relate to shares admitted to trading
on a regulated market or in an equivalent third country market, money market instruments, bonds or other forms of
securitized debt (excluding those with an embedded derivative), UCITS or other non complex Financial Instruments; and
(c) you initiate the request for the Service irrespective of your client categorization.


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2.6 As part of our Services we may give you quotations (which may be indicative or firm), execute transactions or otherwise
accept an order or an instruction from you but we will not have to, where we, in our discretion, decide not to do so. We will
use reasonable endeavors to notify you as soon as practicable if we decide not to provide a quote or accept an order or
instruction and we may, but will not have to, provide reasons for our decision.
2.7 We may, with your instruction, enter into transactions for you which commit you to underwriting, sub-underwriting or similar
obligations in connection with a new issue, offer for sale, rights issue, takeover or similar transaction. This authority extends
to such transactions in which we or an Associated Firm have been involved as sponsor, financial adviser, underwriter, lending
bank or in some other capacity.
2.8 We may undertake stock lending activity with or for you in relation to any Assets held by us for you and any further Assets as
from time to time agreed and on such terms as agreed between us and you.
2.9 Where we act as principal in executing a transaction in an Investment which is not a packaged product or a readily realizable
security, the unit price of the transaction shall either be (a) the market price for the Investment then available on the
Exchange on which such Investment is generally traded; or (b) if no such price is available, determined on a reasonable efforts
basis. Any reference in a confirmation to a market price shall be construed accordingly.
2.10 We may arrange for any of the Services you ask us to provide to be carried out by an Associated Firm or any third party (for
example, where we appoint a member of an Exchange to execute a transaction). We shall exercise reasonable skill, care and
diligence in their selection. We may also employ agents we reasonably select on terms we think appropriate. We shall
exercise reasonable skill, care and diligence in their selection. Neither we nor our respective directors, officers, employees or
agents will be liable to you for any act or omission of an intermediate broker or agent, save for the gross negligence, fraud or
willful deceit in the selection of such intermediate broker or agent. No responsibility will be accepted for intermediate
brokers or agents selected by you.
2.11 Subject to Clause 6.5, if agreed between the Customer and Renaissance, Renaissance may open in the name of the Customer
a Cash Account (which may include Currency Sub-Accounts for all and any moneys received by Renaissance or any sub-
custodian for the account of the Customer, whether by way of deposit or arising out of or in connection with any Financial
Instruments or transactions. Where any sum is received by Renaissance hereunder in any currency other than USD, such sum
shall be converted at the Spot Rate effective on the day of receipt of such sum by Renaissance and credited to the Cash
Account, unless the Customer has elected the Currency Sub-Accounts in the Account Opening Pack, in which case the sum
received shall be credited to the relevant Currency Sub-Account for the particular currency. Unless otherwise agreed
between the Parties, any sum payable to the Customer in the form of a dividend or similar corporate action payment shall be
credited to the Account. Currencies held in the Account may be converted by Renaissance into a different currency following
receipt by Renaissance of the Customers instructions. For the purpose of effecting such currency conversion, or valuing the
Customers cash balance, the Spot Rate shall be applied.
3. Compliance with Rules
3.1 Transactions between you and Renaissance may be subject to the Rules and customs of an Exchange, market or multilateral
trading facility and / or any clearing house through which the transactions are executed and to all applicable Rules.
3.2 We will comply with the Rules when providing Services to you, and, if there is a conflict, the Rules will take precedence over
this Agreement. Nothing in this Agreement shall oblige Renaissance to act in any way which it believes to be in contravention
of the Rules. You accept that Renaissance is entitled to act in accordance with those Rules and shall not be liable to you for
the consequences of so doing. Any action taken by Renaissance on your behalf in compliance with such Rules shall be binding
upon you.
3.3 You agree that we may do what we think reasonably necessary to ensure compliance with the Rules.
3.4 If we are required by any applicable Rule to file or disclose information relating to you, the Services we provide or
transactions we carry out for you to any Exchange, clearing house or regulatory or governmental authority, we may do so
without your further confirmation. If further information is required, then you undertake to provide Renaissance with such
information in order to allow Renaissance to comply with the Rules. If the Rules require you to file or disclose any such
information directly then you undertake to do so.
3.5 We may deal with you in circumstances in which the relevant transaction is not regulated by the Rules of any Exchange,
market or multilateral trading facility. We may provide Services which may include the execution of transactions in
unregulated collective investment schemes.


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3.6 By executing this Agreement you confirm that you have been provided with details of all AML, KYC, Client Classification
documents (these are also available at:
http://www.renaissancegroup.com/InvestmentBanking/About/LegalInformation/RSLtd/) and all information and authorities
required to be provided in the Account Opening Pack which you are required to complete and return and that you have so
completed and returned these documents to Renaissance.
4. Dealing and Settlement Terms
4.1 When we deal with you, it will only be on the basis that only you are our Customer under this Agreement. If you act as agent
on behalf of a principal or as a trustee on behalf of a beneficiary, then regardless of, whether or not you identify them to
Renaissance, only you will be our customer and we will have no responsibility to your principal or beneficiary.
When we accept an order or execute a transaction for you (including programmed trades):
(i) we may act as agent, principal, or a combination of both unless it is unambiguously clear from the terms of the
order (and we accept those terms) or the Rules of an Exchange that we will act in a specific capacity or we may
arrange for execution of the transaction, at our absolute discretion, through one of our Associated Firms or any
third party broker; and
(ii) if any applicable Rules require Renaissance to act as your agent on an Exchange where we cannot act as principal,
then you undertake to sign and deliver any additional documents that we need to do so.
4.2 We may meet your objectives by accessing our own internal sources of liquidity (including, crossing against client order flow,
client facilitation, market making or proprietary trading), subject to you providing Renaissance with any relevant consent
where necessary or if we otherwise determine that it is in your best interests to do so. This may mean that we are trading as
your agent and as principal on our own behalf and your order may not be executed on an Exchanges central trading system,
but such trades will be reported if required in accordance with applicable Rules.
4.3 If you are a Professional Client, we will provide you with Best Execution in accordance with the terms of our Order Execution
Policy. By entering into this Agreement you confirm that you have read and accepted this policy, as amended from time to
time in our absolute discretion without requirement of notification or consent. If you are an Eligible Counterparty, we do not
owe to you, under the Rules, any Best Execution obligations.
4.4 Any limit order taken from you in respect of an Investment in which we act as market maker or otherwise as principal will be
on the basis that:
(i) such order will not be executed unless and until the Investment concerned reaches the same or a higher price than
that specified in the order (in the case of a sell order) or the same or a lower price than that specified in the order
(in the case of a buy order); and
(ii) we may for our own, an Associated Firms, or another clients account continue to buy or sell the Investment with
third parties at prices equal to, higher or lower (depending on the transaction direction) than specified in your limit
order.
4.5 We have the right, but not the obligation, to set limits and/or parameters to control your ability to place orders at our
absolute discretion. Such limits and/or parameters may be amended, increased, decreased, removed or added to by
Renaissance at our absolute discretion and may include (without limitation): (i) controls over maximum order amounts and
maximum order sizes; (ii) controls over our total exposure to you; (iii) controls over prices at which orders may be submitted
(to include (without limitation) controls over orders which are at a price which differs greatly from the market price at the
time the order is submitted to the order book); (iv) controls over the Services provided pursuant to the Electronic Services
Schedule (to include (without limitation) any verification procedures to ensure that any particular order(s) has come from
you); (v) closing out any one or more of your transactions in order to comply with the set limits and/or parameters; or (vi) any
other limits, parameters or controls which we deem necessary.
4.6 When entering into any transaction with or through Renaissance you should be satisfied that you fully understand the
transaction and the nature and extent of the potential risk of loss and rewards of that transaction (including the risks involved
in derivative trading and contingent liability transactions) and have independently determined (after taking independent
advice you consider necessary) that the transaction is appropriate for you in the light of your objectives, experience, financial
and operational resources and other relevant circumstances.
4.7 If any Exchange (or intermediate broker or agent, acting at the direction of, or as a result of action taken by, such Exchange)
or regulatory body takes any action which affects a transaction, then we may take any action which we, in our discretion,
consider desirable to correspond with such action or to mitigate any loss incurred as a result of such action. Any such action
shall be binding on you.


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4.8 If we arrange for any transaction to be executed with or through ourselves or an Associated Firm or though the agency of any
intermediary broker who may or may not be an Associate of ours and may not be regulated in Cyprus, the European Union, or
at all, neither we, nor any Associated Firm will be liable to account to you for, or to disclose to you, any profit, or charges or
other remuneration, we or any Associated Firm makes or receives from, or by reason of, the transaction or any connected
transaction. However, we will disclose to you any charges which are payable to Renaissance by you. Neither Renaissance or
its respective directors, officers, employees or agents will be liable to you for any act or omission of an intermediate broker or
agent, save for the gross negligence, fraud or willful deceit in the selection of such intermediate broker or agent. No
responsibility will be accepted for intermediate brokers or agents selected by you.
4.9 We may, subject to this Agreement, purchase or sell any particular Investments for you in accordance with your instructions.
We shall not, however, be under any obligation to repurchase from you any Investments which you have bought from
Renaissance at any particular price, or at all, except on such terms as may be pre agreed between you and Renaissance.
4.10 Where transactions are introduced to Renaissance on your behalf by another broker for clearing and settlement by
Renaissance, then we will not owe any duties to you in relation to the execution of those transactions. Our sole
responsibilities will relate to the clearing and settlement of the transaction.
5. Aggregation and averaging
5.1 We may, in our sole discretion, but are in no way obligated to:
(a) aggregate or bunch orders for your account with orders for other clients accounts or accounts in which we or our
Associated Firms or their respective personnel have a beneficial interest and allocate the Investments or proceeds acquired
among the participating accounts in a manner that we believe is fair and equitable in accordance with applicable Rules; and
(b) permit the broker with whom the order is placed (whether ourselves, an Associated Firm or a third party broker), in
accordance with applicable Rules of any Exchange or market or multilateral trading facility, to combine or aggregate your
order with other orders.
5.2 It is unlikely that the aggregation of orders and transactions will work to your overall disadvantage, however, you
acknowledge that aggregation of orders for your account with orders for other clients accounts or own proprietary trading,
may work to your disadvantage in relation to a particular order. You agree that where we have aggregated orders for your
account with other orders, we may allocate the Investments concerned as soon as is reasonably practicable. Further details
about our policy on order allocation may be found in our Order Execution Policy. Where orders or transactions are
aggregated with own property trading, your orders or transactions will take priority.
6. Settlement
6.1 We will not settle transactions for you unless we have received all necessary documents, Securities or funds. We shall credit
any Investments and/or money received for you on settlement of a transaction to the appropriate account or accounts or
otherwise as you direct.
6.2 If we are acting as your agent we will pay proceeds of sale or deliver or transfer documents or Investments to you or to your
account only if we have received these from the other party to the transaction.
6.3 All amounts payable by Renaissance to you and vice versa will be payable on a delivery-versus-payment basis unless we
expressly agree, or Rules or market practice require, otherwise. However, we may in our commercially reasonable discretion
effect settlement with you on a net basis.
6.4 If either party is required to deliver any asset, they will execute and deliver all necessary documents and give all necessary
instructions to procure that all rights, title and interest in the asset will pass to the transferee free from all liens, charges and
encumbrances. Delivery and transfer of title will take place in accordance with the requirements applicable to that asset.
6.5 We will only accept funds in settlement of your transactions from Approved Banks and from your own account with such
Approved Banks. We reserve the right to return to you or refuse to accept funds forwarded to Renaissance in settlement of
your purchase transactions from any other third party on your behalf, even if such funds were remitted through any
Approved Bank. We will only pay you funds in settlement of your sale transactions or as a result of any income received for
your benefit (and provided that all your outstanding obligations towards us are settled) to your own accounts (or otherwise
at our own discretion) held at an Approved Bank with your written request.
6.6 You agree that where Investments are required to be returned, retransferred or redelivered to you, these need not be the
actual Investments originally deposited, transferred, delivered or charged but maybe Equivalent Investments.
7. Reporting


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7.1 Unless reporting arrangements relating to a specific market or Financial Instruments are in place, upon execution of a
transaction we will confirm the transaction details to you promptly. Any additional information relating to the execution of
the transaction will be provided to you upon request. The use of any durable medium for such communications has the same
legal effect as if served in written hard copy.
7.2 You agree that for trades introduced or arranged by Renaissance, a confirmation sent by the Renaissance shall be sufficient
for this purpose. All contracts, confirmations or statements issued by Renaissance shall bind you unless a detailed written
objection is received by Renaissance within two Business Days of dispatch.
7.3 We are not obliged to send to you periodic statements in compliance with the Rules in respect of every account, which
include or may include open positions with Renaissance. Where we provide custody services to you, we shall, on an at least
annual basis and no later than the two months following the end of the relevant calendar year, provide you with a statement
of your Investments and funds under our custody unless such a statement has been provided in any other periodic statement
provided by Renaissance. This statement will include details of all your Assets and funds and the extent of which any of these
are subject to Securities financing transactions including the benefits of these transactions. Such statement issued by
Renaissance shall bind you unless a detailed written objection is received by Renaissance within ten Business Days of
dispatch.
7.4 We shall endeavour to agree the form of daily reporting with you. Where no form has been agreed, our reporting to you will
be as provided in the first confirmation received by you from Renaissance or as agreed between Renaissance from time to
time. Where an order is executed in tranches, we shall provide you an average execution price. Any of the above reports can
be provided by electronic means as detailed further in the Electronic Services Schedule.
7.5 Any of the above reports can be provided by electronic means. Where you have provided Renaissance with an electronic mail
address, we shall consider this as an authority to Renaissance to forward reports, documents relating to this Agreement and
transactions / services arising therefrom to this electronic mail address.
8. Charges and payments
8.1 We will notify our charges to you separately from time to time. Our charges may include a commission, mark-up or
markdown and/or, where we use our internal sources of liquidity, a spread.
8.2 Fees and charges will also include those fees and charges which are necessary to enable Renaissance to provide you with
general advisory and dealing services, such as custody fees, settlement and exchange fees, regulatory levies and legal fees.
The current Schedule of charges will be provided to you separately.
8.3 Unless we agree otherwise, all money payable under this Agreement will be paid promptly using immediately available, freely
transferable and convertible funds in the relevant currency. You undertake to pay any amount that is payable (including the
purchase price for Investments) under or in connection with this Agreement on the due date regardless of any right of equity,
set-off or counterclaim that you may allege against Renaissance.
8.4 We will charge you in United States Dollars or in any other currency that we may agree from time to time. Where the initial
transaction is in any other local currency and we agree to invoice you in United States Dollars, we shall apply the mid rate of
exchange from such local currency to United States Dollars, as this is published by the relevant central bank on the date of
transaction or of invoice.
9. Interest
9.1 We will not pay you interest on client money or other money that we receive from you or hold for you unless we agree this
with you through a separate schedule to this Agreement. If you fail to pay any sum when due under this Agreement, then
interest will be payable on the unpaid sum until payment (before, as well as after, any court judgment). Interest will be
calculated as a percentage charge annually at a rate to be determined by Renaissance in its sole discretion.
10. Money held on your behalf
10.1 We shall treat money held by Renaissance on your behalf as client money (as defined in the Client Money Rules in the
relevant CySEC Directive). Among other things, and unless you notify Renaissance in writing to the contrary, we will hold your
money in a separate dedicated account at an Approved Bank. For the avoidance of doubt, any money which is transferred to
Renaissance for the purpose of securing or otherwise covering present or future, actual, contingent or prospective obligations
is not client money. Unless separately agreed with you, we retain discretion as to whether or not to treat money transferred
to Renaissance for the purpose of securing or otherwise covering present, future, actual, contingent or prospective
obligations as client money.
10.2 Unless you notify Renaissance otherwise in writing, we may place client money in a qualifying money market fund. If we
provide custody of units as such we will do so in accordance with CySECs custody Rules and not with the Client Money Rules.


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In certain cases in order to provide the Services you have requested under this Agreement, we may be required to hold client
money and/or Assets with a third party in a country outside the European Union which does not regulate the holding and
safekeeping of money and/or Assets and you agree to Renaissance doing so.
10.3 You agree that we may freeze your account and cease to treat your money as client money and, accordingly, release it from
the dedicated client bank account(s) if there has been no movement in your balance for a period of at least two years
(notwithstanding any payments or receipts of charges, interest or similar items) and we have taken reasonable steps to trace
you and return the balance. Throughout the duration of the freezing period we will not provide you with any client
statements. We undertake to make good any valid claim against released balances.
11. Security
11.1 In the course of using the Services provided by Renaissance under this Agreement you will incur obligations and liabilities to
Renaissance. This will be the case particularly where the Services include those performed with respect to derivative Financial
Instruments, as you will incur liabilities to Renaissance under the derivatives contracts that we trade with you.
11.2 As continuing security for all obligations and liabilities you may incur under this Agreement, Renaissance shall have a lien,
right of retention and power of sale on (a) to (f) here below, and you hereby charge to Renaissance for itself and as trustee
for Renaissance by way of first fixed charge and in the case of any defect in such fixed charge, then you hereby grant to
Renaissance a floating charge over (a) to (f) here below, with full title guarantee and free of any adverse interest:
(a) all right, title and interest in all Investments which are from time to time held by or with Renaissance or any Associated Firm
or now or at any time held by or registered with its agents, custodians or nominees pursuant to this Agreement; and
(b) all cash which is from time to time credited to an account with Renaissance or any Associated Firm or third party appointed
by Renaissance pursuant to this Agreement; and
(c) all sums of money held by Renaissance for you, or any Associated Firm or third party appointed by Renaissance, the benefit
of all accounts in which any such money may be held and all your rights, title and interest under any trust relating to such
money or to such accounts; and
(d) all proceeds in relation to Investments held by Renaissance for you; and
(e) documents of title; and
(f) certificates and other Assets, whether in sole or joint names.
11.3 You agree that you will not withdraw or seek to withdraw any property which is subject to the above Security interest or in
any way encumber, assign, transfer or deal with such property without the prior consent of Renaissance which shall not be
unreasonably withheld.
11.4 Unless otherwise agreed, Renaissance shall not accept instructions to deliver cash and/or Investments that are subject to the
Security from an account with Renaissance to a third party for purposes of settlement or for any other purpose. Such request
is subject to the provisions of the Security and this Agreement. If we permit delivery of such cash and/or Investments to a
third party, the relevant cash and/or Investments will be automatically released from the Security on delivery. Permitting any
withdrawal of cash and/or Investments will not commit Renaissance to agreeing to subsequent withdrawals.
11.5 As further Security for your obligations and liabilities under this Agreement, we will have the right to retain your Investments
or other property which we hold, and to sell or otherwise dispose of such Investments and property to discharge your
obligations and liabilities to Renaissance. Renaissance may apply any property which is subject to the above Security interest
together with (if applicable) any interest thereon whether or not credited in reduction or discharge of your outstanding
liabilities pursuant to this Agreement and for that purpose Renaissance may realize any such property without prior notice to
you and generally exercise any remedies of a secured creditor. You will only obtain a beneficial interest in the Investments
that you purchase when you have paid the purchase price.
11.6 Except for the Security, you will not create or have outstanding any other security interest whatsoever on or over the
Investments, cash or other things which are subject to the Security.
11.7 Subject to the terms of this Agreement, the Customer may, at any time, by giving written instructions, request redelivery to it
of any its funds or Assets. In such event Renaissance shall redeliver to the Customer (or shall procure such redelivery) of the
funds, and Assets so requested (or pursuant to Clause 12.2 below, any corresponding Equivalent Securities), within ten
Business Days of receipt of such instructions, subject to Renaissance agreeing, in its absolute discretion, to release such funds
or Assets from the Security and having the right to retain sufficient funds to comply with prior commitments in respect of any
instructions and/or to apply such funds (by debiting your client account with Renaissance) towards the satisfaction of any
costs and expenses reasonably incurred by Renaissance in arranging such withdrawal of funds held by Renaissance on your


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behalf and always provided that any obligation Renaissance may have to redeliver any funds or Asset (or procure such
redelivery) shall be conditional upon Renaissance being fully satisfied that all of your obligations under this Agreement or any
ISDA or transaction have been discharged in full. Redelivery shall be at the expense and risk of the Customer.
12. Right of use
12.1 In respect of Investments that are subject to the Security, you hereby authorise Renaissance from time to time to sell,
borrow, lend or otherwise transfer or use for its own purposes and account such Investments either for itself, or as a broker
for another person (including without limitation any Associated Firms) as if it were the owner thereof without giving any
further notice of such use to you. Such Investments shall then become legally and beneficially the property of Renaissance or
its transferee, subject to an obligation to transfer Investments of an identical type, nominal value, description and amount in
relation thereto to the Customer. For the purposes of this Clause:
(a) Renaissance may, without notice to the Customer, re-transfer any such Investments (or Equivalent Securities) so used by
delivering such Investments or Equivalent Securities into an account where upon any such Investments will become
Investments held pursuant to these terms, including without limitation the Security; and
(b) Renaissance may retain for its own account all fees, profits, and other benefits received in connection with any such
borrowing, loan, transfer or use.
12.2 We may deliver Equivalent Securities, by causing such Equivalent Securities to be transferred, appropriated or designated to
your account(s) in which the relevant Investments were held or, if not possible, to such other of your accounts as we
determine, and following delivery they will again become subject to the provisions of this Agreement.
13. Power of set off, to sell or close out
13.1 If you (or any of your Associates) fail to pay any sums, amounts, securities or other obligation whatsoever in respect of any
transaction due under this Agreement or any agreement between you and an Associated Firm, Renaissance may close out
any positions which you may have without prior reference to you and apply any proceeds thereof to payment of any amounts
due to Renaissance or the Associated Firm and for these purposes Renaissance may exercise all the rights of a secured
creditor without prior notice to you and free of any interest you may have in the margin or the collateral, including by
registering, selling, realizing or otherwise dealing with any Securities upon such terms as it may in its absolute discretion think
fit (without being responsible for any loss or diminution in price) and for the purposes of carrying out the activities set out
above, you appoint Renaissance as your attorney to execute any transfer on your behalf.
13.2 Renaissance reserves the right to retain, or make deductions from, any amounts which Renaissance owes to, or is holding for
you, if any amounts are due from you to Renaissance or any of its Associated Firms. You authorize Renaissance, at
Renaissance's discretion, at any time and without notice or liability to you, to sell, apply, set-off and/or charge in any manner
any or all of your property and/or the proceeds of any of the same of which Renaissance or any of its Associated Firms or
agents has custody or control, in order to discharge all or any of your obligations to Renaissance or to its Associated Firms.
13.3 Renaissance may (without prejudice to any other rights which Renaissance may have under this Agreement or under Cyprus
law or otherwise) take certain actions stated herein:
(a) if you fail to make any payment, fail to do any other act or thing required by, or commit any other material breach of this
Agreement;
(b) if you fail to remit funds necessary to enable Renaissance to take delivery under any contract on the first due date;
(c) if you fail to provide assets for delivery, or take delivery of assets, under any contract on the first due date;
(d) if an application is made in your respect for an interim order pursuant to any applicable insolvency act or a receiver, trustee,
administrative receiver or similar officer is appointed;
(e) if you become, or appear to be, unable to pay your debts as they fall due or to fulfill any obligation for the repayment of
borrowed monies or convene a meeting of your creditors or propose or make any composition or arrangement with or any
assignment for the benefit of any of your creditors or an order or petition is presented for your winding up or liquidation or
proceedings are commenced in respect of your insolvency, bankruptcy or similar matters (including the appointment of a
receiver or administrator) other than for the purposes of amalgamation or reconstruction with the prior written approval of
Renaissance;
(f) if any distress, execution or other process is levied against any of your property and is not removed, discharged or paid within
seven days;
(g) if any security created by any mortgage or charge becomes enforceable against you and the mortgagee or chargee takes
steps to enforce the security or charge;
(h) if any of your indebtedness or that of any of your subsidiaries becomes immediately due and payable, or capable of being
declared so due and payable, prior to its stated maturity by reason of your default (or that of any of your subsidiaries) or you
(or any of your subsidiaries) fail to discharge any indebtedness on its due date;


11
(i) if any of the representations or warranties given by you are, or become, untrue;
(j) if Renaissance or you are requested to close out a contract (or any part of a contract) by any regulatory agency or authority;
(k) if Renaissance reasonably considers it necessary for its own protection or the protection of its Associated Firms including, but
not limited to suffering a material adverse change in your financial condition;
(l) if fulfillment of any of your obligations becomes contrary to the Rules or laws of the country in which such obligations must
be performed; and
(m) if you or any of your Associates fail to meet any monetary or non-monetary obligations or default under an ISDA, GMRA or
any other agreement which you or any of your Associates may have with Renaissance or any other Associated Firm.
13.4 Upon the occurrence of any of the events described in Clause 13.3, Renaissance shall have the right, but not the obligation,
acting in its sole and absolute discretion:
(a) to sell or charge in any way any or all of your Assets and property which may from time to time be in the possession or
control of Renaissance or any of Renaissance's Associated Firms or agents or call on any guarantee;
(b) to buy any Investment where this is, or is in the reasonable opinion of Renaissance likely to be, necessary in order for
Renaissance to fulfill its obligations under any contract. You shall reimburse Renaissance immediately for the full amount of
the purchase price plus any associated costs and expenses;
(c) to deliver any investment to any third party, or otherwise take any action Renaissance considers to be desirable in order to
close out any contract;
(d) to require you to immediately close out and settle a contract in such manner as Renaissance may in its absolute discretion
request;
(e) to enter into any foreign exchange transaction, at such rates and times as Renaissance may determine, in order to meet
obligations incurred under a contract;
(f) to invoice back all or part of any Assets standing to the debit or credit of any account (this involves commuting Renaissance's
or your obligation to deliver an asset into an obligation to pay an amount equal to the market value of the asset (determined
by Renaissance in its absolute discretion on the date invoicing back takes place); and/or
(g) to treat any outstanding contracts as cancelled and terminated.
13.5 If Renaissance elects to close-out any open contract pursuant to this Clause, then without prejudice to amounts which have
become due and payable there under, all other open obligations shall be accelerated and immediately due and payable, and
each such contract shall be discharged by the calculation of the market value of such contract as estimated or determined by
Renaissance in good faith.
13.6 The market values for all accelerated contracts and any amounts due and payable but unpaid in respect of such contract shall
be aggregated and netted against each other, so that a single liquidated amount is immediately due and payable by one party
to the other, subject to our rights to apply any cash margin or other collateral (including the liquidated value of non-cash
collateral) held by Renaissance by way of set-off. Interest will be payable on all outstanding sums due to Renaissance.
13.7 You authorize Renaissance to take any or all of the steps described in this clause without notice to you and acknowledge that
Renaissance shall not be responsible for any consequences of it taking any such steps. The rights described in this clause are
in addition to any other rights which Renaissance or any of its Associated Firms may have against you. You shall execute such
documents and take such other action as Renaissance may request in order to protect the rights of Renaissance and its
Associated Firms under this Agreement and/or under any other relevant agreement you may have with any of them.
13.8 If Renaissance exercises its rights to sell any of your Assets under this clause, it will affect such sale, without notice or liability
to you, on your behalf and apply the proceeds of sale in or towards discharge of any or all of your obligations to Renaissance
or to its Associated Firms and shall be under no obligation to obtain the best value on the market.
13.9 Without prejudice to Renaissance's other rights, Renaissance may, at any time and without notice, combine or consolidate all
or any of your accounts with Renaissance or any of its Associated Firms and off-set any and all amounts owed to, or by,
Renaissance or any of its affiliates in such manner as Renaissance may determine.
14. Conflicts of interest
14.1 In accordance with CySECs Rules and Renaissances Conflicts of Interest Policy, we have in place arrangements to manage
conflicts of interest that arise between ourselves and our clients and between our different clients. Renaissance or other
persons connected with Renaissance including Associated Firms may have an interest, relationship or arrangement that is
material in relation to any transaction effected under this Agreement. Such interests, relationships or arrangements will not
necessarily be separately disclosed to you at or prior to the time of the transaction If however, we do not consider that the
arrangements under our Conflicts of Interest Policy are sufficient to manage a particular conflict, we will inform you of the
nature of the conflict so that you can decide how to proceed. A copy of Renaissances Conflicts of Interest Policy, which


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forms part of this Agreement and is deemed to be incorporated by reference into this clause, is available at
http://www.renaissancegroup.com/InvestmentBanking/About/LegalInformation/RSLtd/.
15. Disclosures in our research
15.1 Renaissance disseminates research that has been prepared by it and / or other Associated Firms. Our research contains a
number of regulatory disclosures designed to meet CySEC requirements, including also the requirements of the Law on
Insider Dealing and Market Manipulation Law of 2005 of the Republic of Cyprus.
15.2 Unless agreed in writing, we will not provide you with specific investment advice or manage (either on a discretionary or an
advisory basis) your investment portfolio.
16. Security and set off
16.1 This Clause shall apply subject to any other charge or security documentation agreed between Renaissance applying to the
Assets in question. Renaissance may apply any property which is subject to the above security interest together with (if
applicable) any interest thereon whether or not credited in reduction or discharge of your outstanding liabilities pursuant to
this Agreement and for that purpose Renaissance may realize any such property without prior notice to you and generally
exercise any remedies of a secured creditor.
16.2 Renaissance or any Associate of Renaissance may (but is not obliged to), without prior notice to you, set-off any obligation
owing by you or any of your Associates to Renaissance or an Associate of Renaissance (whether or not arising under this
Agreement and/or any ISDA and/or a GMRA, matured or contingent, monetary or non-monetary and irrespective of the
currency, place of payment or place of booking of the obligation) against any obligation owing by Renaissance or any
Associate of Renaissance to you or an Associate of yours (whether or not arising under this Agreement and/or any ISDA,
whether matured or contingent, monetary or non-monetary and irrespective of the currency, place of payment or place of
booking of the obligation), so that only the net amount (the "Net Amount") shall be payable by the relevant party (for the
avoidance of doubt, if the aggregate amount owed by you which is the subject of this set off is greater than the aggregate
amount owed by Renaissance which is the subject of this set off, the Net Amount will be payable by you to Renaissance; if the
aggregate amount owed by Renaissance which is the subject of this set off is greater than the aggregate amount owed by you
which is the subject of this set off, the Net Amount will be payable by Renaissance; if such amounts are equal, the Net
Amount will be equal to zero).
If an obligation is unascertained or unliquidated, Renaissance may in good faith estimate the obligation and set off in respect
of the estimate, subject to the relevant party accounting to the other when the obligation is ascertained or liquidated. For
the avoidance of doubt, Renaissance or any Associate of Renaissance may set off in respect of an obligation owing by you or
any of your Associates even when that obligation is disputed by you or one of your Associates and has not yet been finally
established by settlement or adjudication. If the obligations are in different currencies, Renaissance may convert the
obligations at the Spot Rate determined by Renaissance in its reasonable discretion for the purposes of set-off.
16.3 You will indemnify Renaissance for any loss, damage, costs, claims and demands arising as a result of the operation of this
set-off. The rights conferred on Renaissance are continuing and outstanding liabilities are not to be considered satisfied by
any partial repayment.
17. Limitation of liability
17.1 If, in providing the Services to you under this Agreement, you suffer or incur loss, damage or liability as a result of our bad
faith or fraud, or that of our employees, officers or directors, then we will be liable to you for that loss, damage or liability.
However, we will not be liable for loss, damage or liability resulting from any other cause.
17.2 In no circumstances will we, or our employees, officers or directors be liable, whether in contract, tort (including negligence)
or otherwise, for any consequential, indirect or incidental losses, or special or punitive damages, however they arise, even if
advised of the possibility of such damages or losses.
17.3 We accept no responsibility or liability for any breaches you may incur with respect to any investment restrictions to which
you or your principal are subject, regardless of whether you have provided Renaissance with prior notice of such investment
restrictions.
17.4 We will not be liable to you for the solvency of, or loss caused by the actions or omissions by a third party including any
nominee, custodian, issuer, bank or other third party appointed by Renaissance in good faith on your behalf, unless such third
party is an Associated Firm (in which case we will only be liable to you where your loss results from our Associated Firms bad
faith or fraudulent activity). Upon your reasonable request we may, at our sole discretion, make available to you any rights
we may have against any third party that is not an Associated Firm. In case of insolvency of the third party and depending on
the laws of the jurisdiction of such third party, there is a risk that the relevant assets may be lost.


13
17.5 If a claim is made by or against Renaissance, our employees, officers or directors against or by any third party in connection
with this Agreement or the services provided under them, you will provide Renaissance or our employees, officers or
directors with such assistance as may reasonably be requested.
17.6 We may introduce you to an Associated Firm outside Cyprus. If such Associated Firm enters into transactions with or for you:
(a) you will have a direct relationship with the Associated Firm in relation to the services provided by that Associated Firm. If you
have a dispute with, or claim against, the Associated Firm that dispute or claim will be directly with the Associated Firm and
we will not have any responsibility or liability in relation to the dispute or claim; and
(b) we will be acting only as the agent of the Associated Firm, and not as your agent, in relation to transactions that you place
with Renaissance which are to be executed by such an Associated Firm.
17.7 Where you are entering into this Agreement with another person your liability and obligations under the Customer Document
Pack will be joint and several with that other person.
18. Indemnity
18.1 You will indemnify, and keep indemnified, Renaissance and any of its employees, officers and directors (each, for the
purposes of this Clause an Indemnified Person) against all present, future, contingent or other costs, expenses (including
reasonable legal expenses), damages, liabilities and losses which such Indemnified Person may suffer or incur in connection
with or arising out of this Agreement and any transaction effected on your instructions. You will not be required to indemnify
any Indemnified Person to the extent that any such costs, expenses, damages, liabilities and losses result directly from the
willful default or fraudulent actions of the Indemnified Person.
18.2 This indemnity shall survive termination of this Agreement or any other terms agreed between you and Renaissance.
18.3 Neither party shall be liable to the other:
(a) for any indirect or consequential loss suffered by the other party; or
(b) to the extent any loss exceeds the Payment Amount;
unless such loss is caused by a breach or delay in performance by one party of its obligations under the relevant agreement,
and such party has received notice in writing at any time before the breach or delay that such breach or delay could cause
such a loss to the other party, in which case, the breaching party shall be liable to the other party for such loss.
19. Specific performance and non-performance
19.1 Nothing contained in this Clause shall relieve the breaching party of the specific performance of its obligation, unless the
other party serves notice thereon of the termination of this Agreement pursuant to Clause 28.
19.2 A failure by either party to perform or delay in performing any of its obligations under this Agreement will be excused if
prevented by events beyond that partys control and affecting persons buying and selling the Securities generally. Such
events shall include, but not be limited to, any law, order, regulation or threat of any governmental or other authority
prohibiting activities which are the subject of this Agreement or which prevent completion of the transaction. They also
include failure of any relevant correspondent or other agent of Renaissance, sub-custodian, dealer, exchange, clearing house
or regulatory or self-regulatory organization for any reason to perform its obligations. The affected party shall use its best
efforts to limit, as far as possible, any negative consequences of the aforesaid events. If either party becomes aware of an
event as set out in this clause having taken place, it shall, on becoming so aware, notify the other party of the event.
20. Instructions, representations, warranties and undertakings
20.1 Renaissance shall not be bound to act in accordance with the instructions of any person other than the Customer (as
specified in the Customers Account Opening Form as amended from time to time) and the liabilities of Renaissance here
under shall be fully discharged by performing the same for the Customer, notwithstanding (a) any instructions that
Renaissance may receive from any principal, or (b) any notice that Renaissance may receive that the authority of the
Customer to act on behalf of its principal has been revoked or varied or is otherwise invalid and references to Customer in
this Agreement shall be construed accordingly.
20.2 You represent, warrant and undertake that:
(a) you have full power, authority and capacity to enter into and perform your obligations pursuant to this Agreement, to
instruct Renaissance in relation to any transaction(s) and to grant Renaissance the authorities contained in or given pursuant
to this Agreement and that your entering into this Agreement and any instructions you give to Renaissance will comply with
applicable Rules and will be legally binding upon you;


14
(b) except where you are the trustee of a trust, you are, or where you are acting as agent your principal is, the beneficial owner
of all Investments which are held pursuant to this Agreement free from all liens, charges and encumbrances other than those
that may arise in our favor;
(c) you have, and where you are acting as agent your principal has, all necessary consents, licenses, governmental and regulatory
approvals and authorizations to enable you, and where you are acting as agent your principal, to enter into, perform and
comply with your, and where you are acting as agent your principals, obligations under this Agreement and any transaction
and you will provide Renaissance with copies or other evidence of such consents, licenses, approvals and authorizations as
we may reasonably require;
(d) in accepting this Agreement, we have not made, and you are not relying upon any statements, representations, promises or
undertakings made by Renaissance, that are not contained in this Agreement nor have we approached you via cold calling or
you are relying on any information received through such process; and
(e) you are not and will not be at any time when you buy or sell any security, or offer to do so, an affiliate of the issuer (including,
in the case of convertible or exchangeable Securities, the issuer of the underlying security) unless you inform Renaissance
otherwise in writing prior to giving Renaissance an instruction to buy or sell any security, or offer to do so.
(f) where you are acting as agent:
(i) you are expressly authorized by your principal to enter into this Agreement, instruct Renaissance in relation to
transaction(s) entered into, under or in connection with this Agreement and to confer on Renaissance the authorities
contained in or given by this Agreement; and
(ii) you are expressly authorized by your principal to grant the Security.
(g) where you are acting as trustee:
(i) you are absolutely entitled to pass full legal and beneficial ownership of any Investments transferred pursuant to this
Agreement or any transaction entered into, under or in connection with this Agreement; and
(ii) you are not in breach of trust in entering into this Agreement and each transaction entered into under or in connection
with this Agreement and you have the right to be indemnified out of the Assets of the trust for all obligations under this
Agreement and each transaction; and
(iii) where you are a Professional Client, that we have made available to you in a durable medium or in paper form, in
reasonable time before entering into this Agreement (this being no less than 3 Business Days), information relevant to
this Agreement, including our safe custody procedures for your Investments and Cash; and
(iv) you understand and accept that our services to you may be provided by a natural or legal person who is acting as our
Tied Agent. The list of our current Tied Agents, specifying the member state in which they are registered, is available on
our corporate website. You agree that we are under no obligation to otherwise specifically notify you that such persons
act as our Tied Agents;.
(h) where you are dealing or trading in RENAISSANCE Securities, you have taken all possible measures and steps so as to ensure
that such securities have been properly registered with the Securities and Exchange Commission of the United States of
America. You hereby confirm that when dealing in such Securities you wish to be treated as a Professional Client for these
transactions regardless of whether you have been classified otherwise and that you have studied our Schedules and the other
information available to you on our website and understand the loss of protections when dealing as Professional Client.
20.3 We represent and warrant that we have full power, authority and capacity to enter into and perform our obligations pursuant
to this Agreement and that the will be legally binding upon Renaissance and that we have all necessary consents, licenses,
governmental and regulatory approvals and authorizations to enable Renaissance to enter into, perform and comply with our
obligations under this Agreement and any transaction.
20.4 The representations, warranties and undertakings contained in this Clause will be deemed to be repeated each time you give
Renaissance an order or instruction under this Agreement. Renaissance shall assume that no changes have taken place with
respect to your account details provided to Renaissance in the Account Opening Pack at the commencement of your account
with Renaissance unless Renaissance receives written advice from you of such changes.

21. Money laundering, terrorist financing and financial sanctions
21.1 All transactions between you and Renaissance will be subject to the applicable legal requirements under the Money
Laundering and Terrorist Financing legislation and regulations of the Republic of Cyprus and any other jurisdiction applicable


15
to Renaissance, including those issued by CySEC. This legislations and regulations set out various arrangements and provisions
that regulated investment firms are required to have in place and follow in order to counter the risk of financial crime. It is a
criminal offense in Cyprus to make payments or allow payments to be made, to targets on the Financial Sanctions List as may
be issued by one or more of the Central Bank of Cyprus, CySEC or the Cyprus police authorities.
22. Taxes
22.1 All sums payable by you under this Agreement will be paid free and clear of any Taxes, unless you are required by law to
withhold or deduct Tax. In this case, unless we agree otherwise, you will pay an additional amount so that we receive an
amount after withholding or deduction of Tax that equals the amount that we would have received without such withholding
or deduction. You are responsible for paying any Taxes due and making claims relating to Taxes (such as for exemption from
withholding Tax), for filing any Tax returns and for providing information to the Tax authorities in relation to any business we
carry on with or for you.
22.2 We will use our reasonable endeavors to forward to you any Tax documents we receive that relate to you or monies or
Investments held by Renaissance for you. Taxes payable by you depend on your circumstances as well as the specifics of the
financial instrument concerned in the relevant jurisdiction. You should seek independent tax advice. Tax rates and Tax
treatment of your Investments (including profits arising therefrom) may be subject to change and you need to ensure you are
fully informed of such changes on an ongoing basis.
23. Information
23.1 You shall supply to Renaissance, immediately upon demand, such financial and other information as it may reasonably
request and shall promptly notify Renaissance of any change in any information so supplied. Without limitation, such
information may include evidence reasonably satisfactory to Renaissance as to your identity, management, financial profile
and ownership, any information requested by an Exchange or regulatory body and such other matters as Renaissance may
require in order to comply with applicable Rules, any enquiry initiated by an Exchange or any of Renaissances policies
relating to such Rules or to Your Information.
23.2 We, our Associated Firms, and/or other persons acting on our or their behalf may collect Your Information, (a) directly from
you; (b) through your agents; and (c) from other information sources.
24. Data protection & disclosures
24.1 We, our Associated Firms and/or other persons acting on our or their behalf may process and use Your Information to
administer and operate services in accordance with this Agreement (including authorizing or confirming transactions and for
billing purposes); in the course of the operational support and development of our businesses; to carry out credit, money
laundering and conflict checks and for fraud prevention purposes, to exercise and defend our legal rights; and in order to
comply with legal and regulatory obligations and requests anywhere in the world.
24.2 Our processing and use of Your Information may include disclosure of Your Information between Renaissance and ots
Associated Firms including those of its Associated Firms which are registered and / or located in countries other than those of
the European Union, including Russia and the United States of America; to other persons processing Your Information on our
or their behalf or otherwise providing us or them with Professional or other services; to third parties, overseas banks or
Exchange or clearing houses to whom we disclose in the course of providing the Services; to credit reference, fraud
prevention and other similar agencies, and other financial institutions, with whom information is shared for credit and money
laundering checking and fraud prevention purposes; to persons to whom we assign or novate our rights or obligations under
this Agreement; and to national and international regulatory, enforcement or Exchange bodies or courts anywhere in the
world as required by applicable Rules anywhere in the world or at their request. These disclosures may involve overseas
storage and other overseas transfer, processing and use of Your Information, and disclosure to these third parties, including
in or to countries or territories which do not offer the same level of protection of personal information as is enjoyed within
the European Union.
24.3 Before providing Renaissance, an Associated Firm or any other person on our or its behalf with any information regarding an
individual in connection with this Agreement (including indicatively any of your Directors, employees, officers, agents or
clients), you should ensure that the individual (a) consents that you will be providing his or her information to Renaissance or
the Associated Firm; (b) has the information set out in this Agreement regarding the collection, use, processing, disclosure
and overseas transfer of his or her information and the possibility of monitoring or recording of his or her communications;
and (c) is aware that he or she has rights of access to, and correction of, his or her personal information held by Renaissance
and its Associated Firms, that, if he or she wishes to exercise either of these rights, he or she can do so by written request to
one of Renaissances Compliance Officers and that, in the case of a request for access to personal information, Renaissance
and its Associated Firms reserve the right to charge an appropriate fee.


16
24.4 If you opt to have transactions executed on your behalf involving Financial Instruments listed or traded in the United States of
America, we may have to transmit Your Information to United States of America entities. The United States of America do not
afford the same protections in respect of personal data. By placing your signature on this Agreement, you will be deemed to
provide your consent for the transmission of personal data relating to you to entities domiciled in the United States of
America.
24.5 Pursuant to the Processing of Personal Data (Protection of Individuals) Law of the Republic of Cyprus, we are obliged to
ensure that the collection and processing of Personal Data (Data Processing) is performed in accordance with the
provisions of this law. You agree that any changes to your Personal Data will be advised to Renaissance promptly upon such a
change occurring.
24.6 Processing of your Personal Data by Renaissance or any Associated Firm is subject to the confidentiality provisions set out in
Clause 25 here below.
24.7 You agree that Renaissance may, pursuant to these Terms, from time to time make direct contact with you by telephone, fax,
e-mail or otherwise without your express invitation. You consent to such communication and acknowledge that such
communication would not be considered by you as being a breach of any of your rights under any law or regulation.
25. Confidentiality and trade reporting
25.1 Renaissance need not disclose to you any fact, matter or thing if such disclosure would or might be a breach of duty of
confidence to any other person, or if such information which comes to the notice of an employee, officer or agent of us
Renaissance but does not come to the actual notice of the individuals or individual dealing with or for you and Renaissance
undertakes to keep all information we receive in connection with this Agreement private and confidential, even when you are
no longer a client. Such information will not be disclosed to any person except to the extent that you give Renaissance your
prior consent or Renaissance is required to disclose the information by and to CySEC, the Central Bank of Cyprus, any
regulated market of which Renaissance or an Associated Firm are engaged in for and on your behalf or are members of, the
[Cypriot] police authority including the Financial Crime Squad, or any other regulatory authority, Law or Court having
jurisdiction over Renaissance.
25.2 Disclosure may sometimes be required to be made in the public interest or where it is necessary for the purposes of
legitimate interest pursued by Renaissance (including in the course of the operational support and development of our
businesses; to carry out credit, money laundering and conflict checks and for fraud prevention purposes, to exercise and
defend our legal rights) or when an Act of Insolvency has taken place, in which circumstances you agree and acknowledge
that any and all proprietary rights in such transaction information are owned by Renaissance and you waive any duty of
confidentiality attaching to the information which Renaissance discloses. Where in the provision of services to you, we use
execution brokers, sub custodians or other third parties, including our Associated Firms, we will take all reasonable measures
to ensure that this confidentiality Clause is binding upon them as well.
25.3 We and/or other persons on our behalf may record communications (including e-mail, instant messaging, facsimile,
telephone and other electronic communications) with you or your agent(s) for quality control and security purposes, as a
record of your orders, instructions and related matters and in order to comply (and monitor compliance) with applicable laws
and regulations, this Agreement and any applicable policies and procedures.
25.4 These records shall be prima facie evidence of any orders or communications monitored or recorded and you agree that such
records shall be admissible as such in any legal proceedings. Furthermore, you confirm that you will not use, file, or cite as a
reason for objecting to the admission of our records as evidence in any legal proceedings either that our records are not
originals, are not in writing or are documents produced by a computer. We will retain records in accordance with our
operational procedures which may change from time to time in our absolute discretion.
26. Notices
26.1 Any instructions or requests to be given by you, or demands or confirmations to be given by us may be given in writing or,
where permitted under the Rules, orally.
26.2 Any notice in writing (including, without limitation, any confirmation or demand) may be given by post, internationally
recognized courier, delivery, orally, facsimile transmission or any other electronic transmission. Notice will be deemed to be
given:
(i) Post: three (3) Business Days after posting;
(ii) Internationally recognized courier: on the date of dispatch;
(iii) Delivery: upon delivery;
(iv) Orally: at the time notice is stated to be given over a recorded telephone line;
(v) Facsimile transmission: upon technical dispatch; and


17
(vi) Other electronic transmission: upon technical dispatch.
In proving service of notice, it will be sufficient to prove, in the case of delivery by post, that the letter was correctly
addressed and was posted first class or, where appropriate, air mail or, in the case of delivery otherwise than by post
(including courier and electronic transmission), that it was sent to the correct destination. In proving oral notice, sufficient
evidence will be the tape recording of the telephone conversation.
26.3 Any confirmation or account statement which we give in writing will be deemed correct, conclusive and binding on you if not
objected to in writing within the earlier of (a) five (5) Business Days of dispatch by us by post; (b) two (2) Business Days of
dispatch by us by facsimile or other electronic transmission.
26.4 Our address and facsimile number are shown at the beginning of this Agreement. Your address is that shown on the signature
page unless you inform us otherwise. You agree to immediately inform Renaissance in the event that your address changes.
26.5 Each Party agrees to irrevocably appoints the following as its process agent to receive, for it and on its behalf, service of any
notice in writing (including, without limitation, any confirmation or demand) of any suit, action or proceedings relating to any
dispute arising out of or in connection with this Agreement. Your process agent will be as specified to us in the Account
opening form provided to you.
Renaissance:
Renaissance Capital Limited,
One Angel Court, Copthall Avenue
London EC2N 7HJ, United Kingdom
Customer:
As specified in the Account Opening Pack
If for any reason either Partys process agent is unable to act as such, such Party will notify the other Party and within 30 days
appoint a substitute process agent acceptable to the other Party. The Parties irrevocably consent to service of process given
in the manner provided for notices in Clause 26.2 of this Agreement. Nothing in this Agreement will affect the right of either
Party to serve process in any other manner permitted by applicable law.
27. Amendments
27.1 Renaissance reserves the right to amend or supplement our arrangements with you by issuing to you further Schedules or a
revised Agreement from time to time. Any amendment or supplement will, unless we receive written notice from you
objecting, take effect ten (10) Business Days after deemed receipt by you under Clause 26 of this Agreement or such other
period as we may specify.
28. Termination
28.1 Either the Customer or Renaissance may terminate this Agreement, without penalty, by giving notice in writing. Such notice
will take effect ten Business Days after the date on which the notice is served.
28.2 Termination of this Agreement will be without prejudice to the conclusion of transactions already initiated and will not affect
accrued rights, any commitment already entered into by us for or with you and any provision of the Customer Document Pack
which is capable by its terms of surviving termination (including the indemnity, data protection, exclusion and restriction of
liability, warranty and Security provisions). Such terms of the agreement and/or the Customer Document Pack will continue
to apply until all your liabilities and obligations (actual and contingent) to us have been satisfied or discharged in full.
29. Assignment and transfer
29.1 Renaissance is entitled to assign, novate or transfer any or all of its rights or obligations under this Agreement (or any other
agreement entered into between Renaissance and the Customer) at any time, including any rights to any Assets held under
this Agreement, to an Associated Firm without the Customers permission. Renaissance may delegate any of its functions
under this Agreement to an Associated Firm.
29.2 This Agreement will be binding on, and come into effect for our benefit and the benefit of, our successors and assigns.
29.3 The Customer is not permitted to assign, charge or otherwise deal with any of its rights, interests and obligations here under
without the prior written consent of Renaissance. Any purported assignment will be in breach of the Customers obligations
under this Agreement and will be invalid.
30. Complaints
30.1 If you have a complaint about us you should raise it in the first instance with one of Renaissances employees acting for you. If
you are not satisfied with the response of our employee (or if you prefer not to raise the matter with our employee) you may
raise the matter with one of our Compliance Officers. We will aim to resolve your complaint the as soon as practicable after


18
its receipt. Where you feel that we have not addressed your concerns correctly, you have the right to refer the matter to
CySEC available at www.cysec.gov.cy.
31. Miscellaneous
31.1 This Agreement shall take effect on the date which is the earlier of ten Business Days after dispatch to you or the date on
which you first instruct us to perform services after receiving this Agreement. This Agreement supersedes any previous
agreement between you and us on the same subject matter.
31.2 Our rights and remedies, powers and privileges contained in this Agreement are cumulative and not exclusive of any rights or
remedies provided by law. No failure to exercise or delay in exercising our rights will operate as a waiver of those rights, nor
will any single or partial exercise preclude any other or further exercise of our rights.
31.3 Unless you have advised us to the contrary, you consent to us providing you, where appropriate, with information relating to
this Agreement and our Services in general (including any additions and amendments thereto) through a durable medium
other than paper.
Information will be posted on the Renaissance Capital web site at:
http://www.renaissancegroup.com/InvestmentBanking/About/LegalInformation/RSLtd/ and we recommend that you visit
this site regularly to check for updates.
31.4 We will take measures that we believe to be appropriate to protect the confidentiality of information that we transmit to you
over the internet. You acknowledge, however, that the internet is not a secure network and that communications submitted
over the internet may be accessed by unauthorized or unintended third parties.
31.5 You agree that, unless otherwise notified in writing to us, we shall not be obliged to immediately make public any client limit
order in respect of Securities admitted for trading in a regulated market of the European Union which is not immediately
executed under prevailing market conditions.
31.6 From time to time, we may present you with a list of connected accounts, as we understand them. Failure on your part to
disavow any such account in writing may be taken as your acceptance of responsibility for that account.
31.7 If any regulated market (or an intermediate broker or agent, acting at the direction of, or a result of action taken by, such a
regulated market) or regulatory body takes any action which affects any of your transactions, then we may take any action
which we, in our reasonable discretion, consider desirable to correspond with such action or to mitigate any loss incurred as a
result of such action. Any such action shall be binding on you.
31.8 Clause headings are provided for ease of reference only and do not form part of the substantive content of this Agreement.
32. Law and jurisdiction
32.1 This Agreement, all Schedules hereto and the Customer Document Pack more generally are governed by and shall be
construed in accordance with English Law. If any dispute should arise in relation to this Agreement and such dispute cannot
be resolved within thirty (30) Business Days by negotiation between the Parties, such dispute shall be referred to and finally
resolved by arbitration under the Rules of the London Court of International Arbitration, which Rules are deemed to be
incorporated by reference into this clause. Such arbitration shall take place in London and shall be conducted by a single
arbitrator appointed by agreement between the Parties or, failing agreement, by the London Court of International
Arbitration. The language in which such arbitration shall be conducted shall be English. Any award rendered shall be final and
binding on both Parties and may be entered in any court having jurisdiction and application may be made to such court for an
order of enforcement as the case may require.
32.2 The rights and remedies of Renaissance and you under this Agreement are cumulative and do not (save as expressly provided
in this Agreement) exclude any rights or remedies provided by law. No failure to exercise or delay in exercising the same shall
operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any further or other exercise thereof.
32.3 To the extent that you may be entitled in any jurisdiction to claim for yourself or for your property or Assets immunity from
service of process, jurisdiction, suit, judgment, execution, attachment or legal process in respect of your obligations or to the
extent that in any such jurisdiction there may be attributed to you or your property or Assets such immunity (whether or not
claimed), you hereby waive such immunity to the fullest extent under the laws of such jurisdiction. Upon request you agree
to immediately appoint a Process Agent in the United Kingdom.
33. Invalidity of provisions
33.1 If at any time any provision of this Agreement is or becomes illegal, invalid or unenforceable in any respect under the law of
any jurisdiction, neither the legality, validity or enforceability of the remaining provisions of this Agreement under the law of


19
that jurisdiction nor the legality, validity or enforceability of such provisions under the law of any other jurisdiction shall be in
any way affected.
34. Distance marketing of financial services to consumers
34.1 Under the Cypriot Distance Marketing of Financial Services to Consumers Law, we are required to provide certain information
in agreements entered into with customers that are concluded exclusively through means of distance communication (e.g.
telephone, fax, mail or the internet).
34.2 To the extent that you are acting as a Customer, most of the information that we are required to provide is in this Agreement
and / or in the Customer Document Pack. Further:
(a) Company information -We are regulated and supervised by the Cyprus Securities and Exchange Commission (CySEC) under
license number 053/04. We are authorized by CySEC to provide specific investment and ancillary services on designated
Financial Instruments as set out in the Services and Financial Instruments Schedule at:
http://www.renaissancegroup.com/InvestmentBanking/About/ LegalInformation/RSLtd/
Our registered office is at 9
th
Floor, Capital Centre, 2-4 Archbishop Makarios III Avenue, 1505 Nicosia, Cyprus. Our Head Office is
located at the 8
th
Floor, Alpha Business center, 27 Pindarou Street, 1060 Nicosia. Our telephone number is + 357 22 505800 and our
fax number is + 357 22 676755.

We are a member of Renaissance Group; details of our group can be found on our website:
http://www.renaissancegroup.com/InvestmentBanking/About/LegalInformation/RSLtd/

Our Regulator is located at the 4
th
Floor, 32 Stasikratous Street, 1065 Nicosia, Cyprus; P.O. Box 24966 Nicosia, Cyprus; telephone
number + 357 22 875475; fax number + 357 22 754671. Further details can be found at CySECs website on www.cysec.gov.cy
(b) Products and services Services and Financial Instruments Schedule available to review at:
http://www.renaissancegroup.com/InvestmentBanking/About/LegalInformation/RSLtd/.
(c) Your right to cancel:

As the majority of the products and Services we provide are dependent upon fluctuations in the financial markets outside our
control, you will not be afforded any rights to cancel the Services provided under this Agreement once those Services have been
provided.

However, where you do have a right to cancel Services after they have been provided, this right to cancel will expire 14 calendar
days after you receive this Agreement or are deemed to have received the products and/Services, whichever occurs later. You can
exercise this right to cancel by contacting our employee acting for you or by writing to our Compliance Officer at our registered
office address set out above. If you exercise your right to cancel you may have to pay charges up to the date of cancellation. If you
fail to exercise your right to cancel within 14 days, you will be bound by this Agreement.

By entering into this Agreement you agree to be bound by the Schedules hereto and any schedules which may be provided to you
in the future.


____________________________________ ____________________________________
Signature Signature
Name: Name:
Company: Renaissance Securities (Cyprus) Ltd
Title:


____________________________________
Signature
Name:
Company:
Title:


20
CUSTODY TERMS SCHEDULE

You confirm and agree that this Schedule forms part of and is incorporated by reference into the Agreement and the Customer
Document Pack entered into between Renaissance and the Customer and shall be read as if part of the original Agreement and the
Customer Document Pack. To the extent there is any conflict between the Agreement and/or the Customer Document Pack and this
Schedule, this Schedule shall prevail to the extent the conflict relates to custody services. Capitalised terms used in this Schedule
shall have the meanings specified herein. Those capitalised terms not defined herein shall have the meanings specified in the
Agreement and/or the Customer Document Pack.
1. Appointment of sub-custodians
1.1 You agree that we may act as custodian and may appoint (subject to the CySEC Rules) any other third party (including any of
our Associated Firms) as a sub-custodian to hold or record your Investments, including documents of title or certificates
evidencing title to such Investments.
1.2 Commensurate with the requirements of the Rules, we will exercise reasonable skill, care and diligence in the selection,
appointment and periodic review of sub-custodians, will be responsible to you for the duration of the sub-custody agreement
for satisfying ourselves as to the ongoing suitability of the sub-custodian to provide custodial services to you. The level of
assessment conducted with regard to the selection and monitoring of an Associated Firm appointed as sub-custodian will be
at least as rigorous as that performed on any sub-custodian that is not an Associated Firm.
1.3 We will be responsible for the acts of any sub-custodian which is an Associated Firm (and therefore for losses to you arising as
a result of such acts) to the same extent (and subject to the limitations set out in Clause 17 of the Agreement) as we are liable
under this Agreement for our own acts.
1.4 Where we have appointed a sub-custodian which is not an Associated Firm, we will not be liable for any act or omission, or for
the insolvency, of such sub-custodian or for any resulting loss unless, and except to the extent that, any loss you suffer is
directly caused by a breach of our obligations in relation to the selection and monitoring of sub-custodians set out in Clause
1.2 of this Custody Terms Schedule, but subject at all times to the limitation on liability for consequential loss set out in
Clause 17 of the Agreement. In case of insolvency of the sub-custodian and depending on the laws of the jurisdiction
governing the sub-custodian, there is a risk that the relevant assets may be lost.
1.5 In the case of any act or omission on the part of a sub-custodian or its agent which the Customer considers to involve the
negligence, fraud or willful default on the part of such sub-custodian or agent, Renaissance shall assign to you any rights it
may have in respect of such action or omission. If you obtain legal advice that such assignment would be ineffective to enable
it to pursue your claim, then Renaissance shall (at your expense) claim and pursue the appropriate damages or compensation
from the sub-custodian or agent on your behalf.
2. Registration and recording of investments
2.1 We will arrange for any registerable Investments to be registered either in our name and / or in the name of a nominee
company controlled by us, and / or an Associated Firm, and / or a recognized or designated Exchange, and / or a sub-
custodian and / or other third party, or in your name.
2.2 Where the Investment is subject to the law or market practice of a jurisdiction outside the Republic of Cyprus, and we have
reasonably determined that it is in your best interests, or it is not feasible to do otherwise, we will register or record your
Investments in the name of a third party or in our name. Our obligations or the obligations of such third party relate to the
safekeeping and return (at your request) of Equivalent Assets and any benefits (including income) arising from these assets.
You agree that the identification of the initial assets is not in such circumstances possible.
2.3 You should be aware that the concept of nominee account holders is in certain jurisdictions not recognized either for
ownership rights or for taxation purposes. This is the case indicatively in the Russian Federation. In such cases, you bear the
full risk of Renaissance or of such third party, including the risks of recoverability in case of our (or the third partys) default or
judgment against us or the third party by a competent authority or court is such jurisdiction, or the risk of payment of a
different tax rate or treatment than you would if the Investments were in your name. Where the nature of the Investments or
services requires us to do so, we may hold Investments with a third party in a country outside the European Union which
does not regulate the holding and safekeeping of Investments. Where this is necessary to provide the services you have
requested under this Agreement, you request us to deposit your Investments with such third parties. We are required under
the Rules to warn you about the risks of investing in the capital markets and of transacting in financial instruments. Our full
Risk Warning Statement is available at:
http://www.renaissancegroup.com/InvestmentBanking/About/legalinformation/resec/riskwarningstatement and is
incorporated by reference into this clause and deemed accepted and agreed to by you.


21
2.4 Where Investments are held on your behalf outside the European Union you should note that there may be different
settlement, legal and regulatory requirements in those countries from those applying in the European Union, together with
different practices for the separate identification of your Investments.
2.5 Where we directly hold your Investments either in your name or in our name, these Investments will not be subject to any
charge, lien or set off, other than for us securing or setting off any outstanding obligations of you to us as set out in Clause 16
of this Agreement and under the Margin Schedule.
2.6 We will not borrow any of your Investments or against your Investments for whatever purpose without your prior consent.
We will make every effort, but do not confirm that this practice will be applied by any sub-custodians that we engage in
offering safe custody services to you.
3. Security and right of use
Please note that your safe custody Investments are subject to the Security under Clause 11 of this Agreement and that they may also
be subject to a lien in favor of any sub-custodian, depositary, nominee or agent in respect of charges relating to their administration
and safekeeping. You agree that we may rehypothecate and use for our own account your safe custody Investments subject to the
terms of this Agreement. Reports will be issued in accordance with the provisions set out in this Agreement.
4. Voting and other rights
4.1 In certain markets, where we are notified that voting rights may be exercised in relation to an Investment held in an account
with us, or a sub-custodian appointed by us, and registered in our name, or in the name of a sub-custodian appointed by us
or our or such sub-custodians nominee, we will use reasonable endeavors to notify you as soon as practicable of such voting
rights. Where we do not receive any instructions from you as to how to exercise voting rights in respect of your Investments
held in an account with us and registered in our name, a sub-custodian appointed by us or that of our or such sub-custodians
nominee, we may exercise such voting rights at our own discretion.
4.2 If you wish to exercise a right relating to a Corporate Action in relation to an Investment credited to an account with us or a
sub-custodian appointed by us, you must notify us in writing of your election as soon as possible, but in any event no later
than the expiry of our deadline for submissions of elections relating to that Corporate Action as advised to you by us or,
where no deadline is advised, no later than 10 Business Days prior to the final date for submission by us of such elections (or
such shorter period as may be agreed in writing). We will use reasonable endeavors to exercise such right, but only (i) on such
terms as you have notified to us in writing and as are acceptable to us, and (ii) where you have provided us or any other
person (as the case may be) with any funds required to exercise such right.
4.3 We will use reasonable endeavors to send you Corporate Action information. This will have been sent to us from a sub-
custodian or agent bank for forwarding to shareholders whose shares are held in custody by us. No representation or
warranty, express or implied, is or will be made by us in relation to, the accuracy or completeness of the Corporate Action
information or any other written or oral information made available to you or your advisers in connection with the proposed
Corporate Action and no responsibility or liability is or will be accepted by us in relation to it. You should make your own
investigation of the proposed Corporate Action and all information provided.
4.4 The distribution of the Corporate Action information in certain jurisdictions may be restricted by law in the jurisdiction in
which you reside or conduct business. Any request for us to exercise or participate on your behalf in the proposed Corporate
Action shall be a representation to us that you are entitled to so exercise or participate and that any and all restrictions and
qualifications have been complied with. By accepting and executing such request on your behalf, we are not making any
representation or warranty about your eligibility to so exercise or participate in any such action.
4.5 If we are notified by any third party appointed by us under or pursuant to this Agreement, or by any company in which we or
such third party hold Investments on your behalf, that such company intends to make calls upon those Investments in respect
of any monies whatsoever unpaid on them, we will use reasonable endeavors to notify you as soon as practicable of such
calls. If you provide us with the relevant funds in sufficient time for us to do so, we will satisfy such calls on your behal f and
on such terms as you advise in writing and which are reasonably practicable to us. Otherwise we shall take no action on your
behalf and will have no liability whatsoever in respect of the consequences of a failure to satisfy the calls made. However,
where the custodian is legally liable to meet such calls it may do so and you will reimburse us immediately upon demand.


22
MARGIN SCHEDULE
You confirm and agree that this Margin Schedule forms part of and is incorporated by reference into the Agreement and the
Customer Document Pack entered into between Renaissance and the Customer and shall be read as if part of the original Agreement
and the Customer Document Pack. This Schedule relates to the provision by us of the service of granting credits or loans to you to
enable you to carry out transactions in one or more Investments through us, including the short selling of Securities that may not be
in your possession at the time of the transaction. Where we have entered into an ISDA or any other master agreement and there is
conflict between this, and this Margin Schedule, then the terms of the master agreement will prevail to the extent of such conflict.
The provisions of this Margin Schedule shall apply irrespective of whether an ISDA or any other master agreement has been signed
between you and us. Where any capitalized term used herein is not defined in this Agreement, such term shall be used herein as
defined in the ISDA.
1. Definitions
"Adjusted Market Price" means, in respect of any Securities or Cash (including any Margin), an amount in US Dollars equal to (i) the
Market Price of Cash or (ii) the product of the Market Price of Securities and one minus the applicable Valuation Percentage set forth
opposite the relevant type of Securities in the table at the end of this Schedule (or, in any case, any other Valuation Percentage
which may be subject to amendment, without notice, in our absolute discretion, or, where no such Valuation Percentage is specified
in Exhibit A, such Valuation Percentage as may be notified to the Customer by Renaissance).
"Available Margin" means, at any time, an amount equal to the sum of (a) the aggregate Adjusted Market Price at such time of all
Margin provided by the Customer pursuant to Clause 3 (and to the extent not redelivered by Renaissance to the Customer pursuant
to Clause 4), (b) the aggregate of all Customer Close-Out Amounts at such time, and (c) (to the extent not included in (a)) the
Adjusted Market Price of any Securities or Cash standing to the credit of the Charged Accounts.
"Cash" means US Dollars (or any currency that Renaissance may agree in writing to accept for the purpose).
Account means the Clients account for holding Cash and/or Securities with Renaissance.
"Close-Out Amount" means, in respect of any day, the amount in US Dollars, if any, that would be payable by the Customer to
Renaissance (or by Renaissance to the Customer, as the case may be) pursuant to Clause 6(e)(ii)(1) of the ISDA if all ISDA
Transactions were being terminated as of such day, on the basis that the Customer is the Affected Party and the Base Currency is the
Termination Currency (each term as defined in the ISDA), provided that Market Quotations will be determined by Renaissance on
behalf of the Customer using its estimates of the amounts that would be paid (or received) by it for replacement transactions (as
defined in the ISDA). If Close-Out Amount would be payable by the Customer, it will be a "Renaissance Close-Out Amount" and if a
Close-Out Amount would be payable by Renaissance it will be a "Customer Close-Out Amount".
"Closing Date" means a Short Sale Closing Date, a Margin Purchase Closing Date or a Repayment Date.
"Close Out Date" is the date on which the Customer requires the Short Sale or Margin Purchase to take place.
"Exposure Percentage" means with respect to any Securities, the percentage referred to as the Exposure Percentage and set forth
opposite such type of Security. The current up to date list of Exposure Percentages is subject to change, without notice, in our
absolute discretion.
"Finance Charges" means, unless otherwise agreed or changed from time to time by Renaissance, in its sole discretion, without prior
notice to the Customer, the financing fees provided to you by Renaissance from time to time.
"Independent Amount" means, in respect of an outstanding ISDA Transaction, an amount in US Dollars as specified in the document
for that ISDA Transaction or as may notified by Renaissance to the Customer from time to time.
"Margin Requirement" means, at any time, an amount in US Dollars, equal to the sum of:
(a) the aggregate Market Price of all Equivalent Securities to be delivered by the Customer under any outstanding Short Sale
pursuant to Clause 2.3(a), such aggregate amount divided, in respect of each such Short Sale, by one minus the applicable
Exposure Percentage as set forth in the table at the end of this Schedule (as amended from time to time without notice, in
our absolute discretion) opposite the type of the asset in respect of which the Customer's delivery obligation under Clause
2.3(a) hereof remains outstanding;
(b) the aggregate Margin Purchase Amount to be paid by the Customer under any outstanding Margin Purchase pursuant to
Clause 2.3(b);
(c) the aggregate Finance Charges which have accrued pursuant to Clause 2.4;


23
(d) the aggregate amount of any fees, indemnities, interest or costs that are due from the Customer but remain unpaid
pursuant to any term of this Agreement (other than the Finance Charges referred to in (c) above);
(e) the aggregate Market Price of any Income due to be transferred by the Customer to Renaissance pursuant to Clause 2.5;
(f) the aggregate of the Independent Amounts in respect of all outstanding ISDA Transactions;
(g) the aggregate of any Renaissance Close-Out Amounts;
(h) if the balance of the Cash Account is negative, the absolute value of such balance; and
(i) any other amount which Renaissance determines in its sole discretion that the Customer must transfer to Renaissance, or
an Associate of Renaissance, in order for the Customer to meet its obligations, present or future, actual or projected, under
any Transaction entered into in accordance with this Agreement.
"Margin Securities" means any Securities which are (i) listed in the table at the end of this Margin Schedule, and any amendments
thereto from time to time, and any other Securities which Renaissance may notify to the Customer from time to time as being
eligible to be Margin Securities, or (ii) of the same type as those Securities held by Renaissance in the Securities Account in the name
of, or as nominee for, the Customer pursuant to this Agreement, provided always that Renaissance shall be entitled to decline or
accept any Securities as Margin Securities, notwithstanding that they are listed in the most updated version of in the table at the end
of this Margin Schedule.
"Margin Threshold" means, at any time, an amount selected by Renaissance in its discretion equal to 95% (or any other percentage
from time to time notified to the Customer by Renaissance) of the Margin Requirement at that time.
"Margin Transaction" means any Short Sale or Margin Purchase.
"Market Price" means, in respect of any Securities which are the subject of a Short Sale, the market offered price (adjusted for any
expenses that may be incurred by Renaissance in the purchase thereof) at which Renaissance determines (in its reasonable
discretion) that it would have to pay to purchase such Securities, or, in respect of Securities which are the subject of a Margin
Purchase, the market bid price (adjusted for any expenses that may be incurred by Renaissance in the sale thereof) at which
Renaissance determines (in its reasonable discretion) that it would receive on the sale of such Securities at such time in any market
on which Securities of the same type are normally dealt, and in respect of Cash, the relevant amount in US Dollars.
"Obligations" means all obligations and liabilities of the Customer under this Agreement and with respect to any position
hereunder.
"Securities Account" means the Clients account for holding Securities with Renaissance.
"Trade Date" means, in respect of any Margin Transaction, the date on which obligations and rights under such Margin Transaction
become effective as between the Customer and the relevant third party.
"Valuation Percentage" means, in respect of any type of Margin, a percentage referred to as "Valuation Percentage and set forth
opposite such type of Margin in the table at the end of this Margin Schedule. The current up to date list of Valuation Percentages is
subject to change, without notice, in our absolute discretion..
2. Margin transactions
2.1 From the date of execution and delivery of this Agreement, Renaissance may, in its sole discretion, take instructions from the
Customer to effect:
(a) a sale (a "Short Sale") of Securities, in respect of which no Securities of the type to be sold or insufficient Securities of such
type are held in the Securities Account on the proposed Trade Date, to a third party buyer ("Third Party Buyer"); and/or
(b) a purchase (a "Margin Purchase") of Securities, in respect of which no Cash or insufficient Cash required to settle that Margin
Purchase is standing to the credit of the Cash Account on the proposed Trade Date, from a third party seller ("Third Party
Seller").
2.2 If Renaissance does not wish (for whatever reason and in its absolute discretion) to accept the instructions in respect of any
Short Sale or Margin Purchase, Renaissance may reject such instructions without notice, in which case Renaissance will not be
required to give any reasons for such a rejection. If Renaissance wishes to accept such instructions, Renaissance will notify
the Customer of its acceptance of such instructions.
2.3 If Renaissance has accepted such instructions, then on the relevant Trade Date, Renaissance will:
(a) in the case of a Short Sale, use its reasonable endeavors to apply the required quantity of the relevant Securities to effect, on
behalf of the Customer, such Short Sale and, to the extent there are insufficient Securities of the specified type held in the
Securities Account, (A) Renaissance will apply Securities of the specified type that are held in the Securities Account and


24
Securities ("Short Sale Securities") that are not held in the Securities Account in such quantity as required to effect the
relevant Short Sale and (B) the Customer will be deemed to have undertaken to deliver to Renaissance Equivalent Securities
on a date ("Short Sale Closing Date") which is, as may be agreed between the Customer and Renaissance, either (a) any
agreed fixed date or (b) a date as may be designated at any time by (1) Renaissance by giving notice to the Customer on any
Business Day of a time for redelivery not less than the standard settlement time for such Equivalent Securities on the
Exchange or in the clearing organization through which the Short Sale Securities were originally delivered to the relevant
Third Party Buyer or (2) the Customer by redelivering the Equivalent Securities to Renaissance in accordance with
Renaissance's instructions, in which case Renaissance shall accept such redelivery. The sale proceeds in respect of a Short
Sale will be credited to the Cash Account; or
(b) in the case of a Margin Purchase, use its reasonable endeavors to apply such amount of Cash as is equal to the full purchase
price due from the Customer to the Third Party Seller (a "Purchase Amount") to effect, on behalf of the Customer, such
Margin Purchase, and will debit the Purchase Amount from the Cash Account, resulting in a negative balance thereto.
In each case, where it has been agreed between the Customer and Renaissance that a Closing Date in relation to any Margin
Transaction is a fixed date, Renaissance may at any time designate any earlier date as a new Closing Date in relation to such
Margin Transaction by giving notice to the Customer on any Business Day of (a) in the case of a Short Sale, a time for
redelivery not less than the standard settlement time for such Equivalent Securities on the Exchange or in the clearing
organization through which the relevant Short Sale Securities were originally delivered to the relevant Third Party Buyer and
(b) in the case of a Margin Purchase one Business Day.
2.4 In respect of each Margin Transaction, the Customer will pay Renaissance the Finance Charges on a periodic basis in respect
of a period commencing on, and inclusive of, the Trade Date and ending on, and exclusive of, the Business Day on which, in
the case of a Short Sale, Equivalent Securities are redelivered by the Customer to Renaissance, or, in the case of a Margin
Purchase, the Margin Purchase Amount is paid by the Customer to Renaissance. The sums of Finance Charges so accruing
shall be payable by the Customer in arrears not later than the Business Day which is one week after the last Business Day of
the quarterly period (unless otherwise agreed between Renaissance and the Customer) to which such payments relate or
such other date as the parties may agree from time to time and may be withdrawn by Renaissance from the Cash Account.
2.5 In respect of any Short Sale, if during the period from (and including) the Trade Date in respect of such Short Sale to (but
excluding) the day on which the Customer has delivered Equivalent Securities to Renaissance pursuant to Clause 2.3(a) in
respect of such Short Sale, any principal, interest, dividends or other distributions of any kind whatsoever with respect to any
Investments ("Income") has been declared payable in respect of the relevant Short Sale Securities, the Customer shall
transfer to Renaissance, on the next Business Day following the day on which such Income has been declared, Cash, securities
or other property of the same type, nominal value, description and amount as the relevant Income.
2.6 On the relevant Closing Date, the Customer shall close out the relevant Margin Transaction by redelivering, or procuring the
redelivery of, Equivalent Securities to Renaissance, in the case of a Short Sale, or by paying to Renaissance a Margin Purchase
Amount or Repayment Amount, in the case of a Margin Purchase and paying to Renaissance the Finance Charges to the
extent not already debited from the Cash Account on a quarterly basis pursuant to Clause 2.4 above.
2.7 It is understood and agreed that the Customer, when placing with Renaissance any Short Sale order for its account, will
designate it as such and hereby authorizes Renaissance to mark such Short Sale as being "short", and when placing with
Renaissance any Margin Purchase order for its account will designate it as such and hereby authorizes Renaissance to mark
such order as being "long".
3. Margin obligations
3.1 The Customer further agrees that any instructions accepted by Renaissance are accepted in reliance on the Customers
undertaking to perform its obligations to provide Margin under this Margin Schedule. If at any time on a Business Day, the
Margin Requirement exceeds the Available Margin, Renaissance may require, in accordance with Clause 3.4 below, that the
Customer transfers to the Cash Account and/or the Securities Account (each term as defined in this Agreement), as may be
applicable, in order and in such amount that Available Margin, after giving effect to such transfer, is at least equal to the
Margin Requirement on the date of transfer.
3.2 If the Customer fails to perform the actions required by Renaissance in accordance with Clause 3.1 hereof and pursuant to
the terms of the relevant Margin Call Notice, Renaissance shall have the right and the power to Set Off (as per Clause 16 of
the Investment Services Agreement) and/or dispose and/or use for its own purposes any property or assets held under any
account or any agreement between the Customer and Renaissance, or any Associated Firm of Renaissance or declare an Early
Termination Date in respect of one or more ISDA Transactions in the required amount in order that the Available Margin shall
thereafter be increased so as to be either closer to, equal to or greater than the Margin Requirement.


25
Renaissance may dispose all or any of the Securities used for Margin Requirement purposes or provided as collateral in any
manner which, in its absolute discretion, it deems fit provided that such disposal or sale will always take into consideration
the then current best practice market standards. Renaissance will make efforts so that all disposals and sales are made as
close as possible to their market price. The Customer however agrees and understands that this may not be possible in every
instance and that losses may occur during such disposals as the disposal may occur at unfavorable periods for the price of the
stock or at periods of low liquidity for the specific stock.
3.3 If Renaissance notifies the Customer (such notice may be sent by Renaissance to the Customer by electronic messaging
system or by automatic facsimile transmission and hereinafter referred to as a "Margin Call Notice") at or before 12.00hrs
Nicosia time, on any Business Day that the Margin Requirement exceeds the Available Margin, the Customer shall make
delivery of the requisite amount of Margin or effect the required close-out (in accordance with Clause 3.2 above) at or before
19.00 hrs Nicosia time on such Business Day. If Renaissance so notifies the Customer after 12.00 hrs Nicosia time , on a
Business Day, the Customer shall make delivery of the requisite amount of Margin or effect the required close-out (in
accordance with Clause 3.2 above) at or before 14.00 hrs on the Business Day immediately succeeding the date of such
notice.
3.4 It is hereby agreed that if at any time the Margin Threshold exceeds the Available Margin, Renaissance shall have the right
and the power, upon written notice to the Customer (such notice to be sent by Renaissance to the Customer by electronic
messaging system or by automatic facsimile transmission and hereinafter referred to as a "Margin Threshold Notice"), to
immediately close out any Transactions and/or Set Off (as per Clause 16 of the Agreement) and/or dispose and/or use for any
purpose whatsoever, whether or not in connection with the obligations under this Margin Schedule and whether for its own
or for other purposes, any property or assets held under any account or any agreement between the Customer and
Renaissance, or any affiliate of Renaissance, in order that the Available Margin shall thereafter be either closer to or equal to
or greater than the Margin Requirement.
3.5 Delivery of Margin shall be made in accordance with the provisions of Clause 6.5 of the Agreement and also in the following
manner: (i) in the case of Cash, by wire transfer to the Cash Account (as set out in this Agreement) in immediately available
funds for value the latest at the Close Out Date and (ii) in the case of Securities, by transfer of the relevant Securities to the
Securities Account the latest at the Close Out Date. If requested by Renaissance, the Customer shall provide written evidence
of any transfers made under this Clause 3.
3.6 The Customer agrees and consents that all of its Securities used for Margin Requirement purposes, may be considered and
treated by Renaissance or any Associated Firms of Renaissance as their own property and for their own use, free of all
encumbrances and liens and that all rights of Renaissance and/or its Associated Firms over the Securities shall remain in place
until the Customer no longer maintains an outstanding margin position and/or the Securities are not used for any Margin
Requirement purposes by Renaissance and/or any of its Associated Firms.
3.7 Notwithstanding anything aforesaid, Renaissance may require in its sole discretion that Margin delivered by the Customer
hereunder consist solely of Cash.
3.8 The Customer agrees that any voting rights attaching to the Securities will be transferred to and be used by Renaissance
and/or any Associated Firms of Renaissance during any period when such Securities are held by Renaissance and/or its
Associated Firms for Margin Requirement purposes pursuant to any provision of this Margin Schedule or any other
agreement entered into between the Customer and Renaissance or one of its Associated Firms and the Customer hereby
agrees to relinquish all voting rights relating to such Securities and transfer these for the benefit of Renaissance and/or any
Associated Firms of Renaissance during any period of time when such Securities are held by Renaissance and/or its
Associated Firms and used for Margin Requirement purposes and allow Renaissance and/or any Associated Firms of
Renaissance to exercise any and all rights attaching to the relevant Securities, including any right to vote or to abstain from
voting, as Renaissance, in its absolute discretion, deems appropriate. The Customer confirms that upon Renaissances
request it will promptly and diligently assist and provide Renaissance and/or any Associated Firms of Renaissance with any
documents, assurances or powers of attorney as are necessary in order for Renaissance and/or its Associated Firms to allow
the latter entities to proceed with such voting as set out in this clause. For the avoidance of doubt, Renaissance accepts no
liability whatsoever for any action or inaction taken pursuant to this clause.
4. Return of Securities or Cash
Notwithstanding anything to the contrary in this Agreement, Renaissance shall not be required to effect any delivery that may be
requested by the Customer, if at the relevant time:
4.1 such delivery would have resulted in the Available Margin becoming less than the Margin Requirement, or


26
4.2 there are no obligations outstanding and no Transactions outstanding under this Agreement, the aggregate Market Price of
such Securities or Cash which is the subject of such delivery is less than USD10,000 (or such amount as Renaissance may
determine in its sole and absolute discretion, acting in a commercially reasonable manner).

Renaissance can amend the valuation and exposure percentages in its sole and absolute discretion. Renaissance does not undertake
any obligation to inform you of changes to this Exhibit A but will promptly disclose such information to you upon your request.



Description of Margin/Asset Valuation
Percentage
Exposure
Percentage
US Dollars 0% 0%
LUKoil (ordinary shares and depository receipts) 30% 23.1%
Vimpelcom depository receipts 35% 25.9%
MTS (ordinary shares and depository receipts) 30% 23.1%
Norilsk Nickel (ordinary shares and depository receipts) 35% 25.9%
Sberbank (ordinary shares and depository receipts) 35% 25.9%
Surgutneftegaz (ordinary shares and depository receipts) 30% 23.1%
Rostelecom (ordinary shares and depository receipts) 40% 28.6%
Gazprom (ordinary shares and depository receipts) 30% 23.1%
Tatneft (ordinary shares and depository receipts) 35% 25.9%
Gazpromneft (ordinary shares and depository receipts) 30% 23.1%
Transneft (preferred shares) 35% 25.9%
Surgutneftegaz (preferred shares and depository receipts) 30% 23.1%
Other instruments As notified by
Renaissance
from time to time
As notified by
Renaissance
from time to time


27
RUSSIAN LOCAL SECURITIES TRADING SCHEDULE
1. Introduction
This Schedule forms part of the Agreement and the Customer Document Pack and relates solely to any purchase or sale of Russian or
any other equity securities. Capitalized terms used in this Schedule shall have the meanings specified in Clause 2. Those capitalized
terms not defined herein shall have the meanings specified in the Agreement and/or the Customer Document Pack. Any
Confirmation may, in addition to this Schedule provide for additional, modified or different terms to apply to each purchase or sale
transaction subject thereto.
2. Definitions
"Buyer" means for any transaction, the buyer of the Securities as specified in the related Confirmation.
"Buyers Nominee" means the person designated as such in the Confirmation.
"Company" means the company whose Securities are the subject of the transaction as specified in the related confirmation.
"Confirmation" means the confirmation which sets forth the terms and conditions for a purchase and sale of Russian or any other
equity securities.
"Dealing Services" means the provision of Reception & Transmission and/or Execution services
"Margined Transactions" means transactions where you do not have sufficient funds and/or securities in relation to the trade you
wish to conduct and for which Renaissance agrees to provide you with the necessary credit on the understanding that Renaissance
will act as your exclusive broker and provider of investment services for this margin trade as set out in the Margin Schedule.
"Payment Amount" means the price per share of one Security multiplied by the number of shares to be purchased under this
Agreement as specified in the related Confirmation.
"Registration Date" means the day on which the transfer of Securities from Seller to Buyer is registered in the Companys
shareholder register.
"Registration Fee" means the fee paid to the Registrar in order to effect the re-registration of the Securities in the name of the
Buyer or the Buyers Nominee as specified in the confirmation.
"Registration Party" means the Seller, unless otherwise in the confirmation, who shall be responsible for registering the transfer of
securities from the Seller to the Buyer in the shareholder register of the Company in accordance with the charter of the Company
and applicable law of the Russian Federation or any other jurisdiction where the Company is located.
"Registration Period" means the period specified in the confirmation for registering the transfer of Securities from the Seller to the
Buyer. If not indicated, if the shareholder register is in Moscow, the Registration Period will be as soon as practicable up to three (3)
Business days from the signing of the related Confirmation for any transaction; and if the shareholder register is located outside
Moscow, as soon as practicable up to fourteen (14) Business Days from the signing of the related Confirmation for any transaction.
"Registry Confirmation" means the original confirmation, or an acceptable reproduction, from the shareholders register of the
Company confirming to the reasonable satisfaction of the Buyer or its representative that the Securities have been registered in the
name of the Buyer or the Buyers Nominee.
"Securities" for the purposes of this Schedule, means any securities of any Company (common or preferred) that are the subject of
the purchase and sale transaction as specified in the related Confirmation.
"Seller" means for any transaction, the seller of the Securities as specified in the related Confirmation.
"Sellers Nominee" means the person designated as such in the Confirmation.
"Trade Date" means for any transaction, the date on which Buyer and Seller orally agree upon the terms and conditions of a
purchase and sale of Securities.
3. Subject matter of this schedule
3.1. Upon the terms and subject to the conditions of this Schedule, Buyer and Seller shall be considered to have entered into a
binding oral agreement regarding a purchase and sale of Securities, whereby Buyer agrees to purchase and Seller agrees to
sell the Securities, on the Trade Date when they orally agree on the material terms of the transaction.
3.2. Written confirmations
(a) Sending confirmation: Promptly after the Trade Date for any transaction, Seller shall send to Buyer a written Confirmation
substantially in the form of Exhibit A hereto, provided that the failure to exchange a Confirmation shall not affect the
validity of such transaction.


28
(b) Return of confirmation: Within 48 hours after receiving a Confirmation, Buyer shall return to Seller a countersigned copy or
notify Seller in writing that its terms do not correctly reflect the terms of the related transaction, in which case the parties
shall determine the correct terms and Seller shall send Buyer a corrected Confirmation. A Confirmation, once executed and
returned by Buyer, or not objected to by Buyer within 48 hours, is conclusive evidence of the terms of the related
transaction and supersedes all prior oral statements by the parties with respect thereto.
(c) Transfer of ownership: The ownership rights (both legal and beneficial title) to the Securities shall be transferred to the
Buyer on the Registration Date.
4. Obligations of the parties
4.1. Unless otherwise agreed and stipulated in a Confirmation, the parties agree as follows:
(a) The Seller shall be obligated to:
I Re-Registration: Be designated as the Registration Party and shall undertake within the Registration Period specified in the
Confirmation to ensure that the Securities are re-registered in the register of shareholders of the Company in the name of
the Buyer or the Buyers Nominee in full conformity with the laws of the Russian Federation and/or any other jurisdictions
and the charter of the Company, and provide to the Buyer and/or its representative the Registry Confirmation on the
Registration Date.
II Registration fees and expenses: Pay the Registration Fee and all related expenses incurred in connection with the re-
registration of the Securities in the name of the Buyer or the Buyers Nominee.
III Notify the Buyer within two (2) days of any notice or information pertaining to or receipt of:
(A) any dividends, other income or capital distributions accruing to the Securities; or
(B) voting rights attaching to the Securities on or after the Trade Date. and in the case of:
(i) dividends and other income and capital distributions, transfer any amounts received to the Buyer as soon as
practicable and
(ii) voting rights, use its reasonable efforts to exercise any voting rights attaching to the Securities, as directed in
writing by the Buyer, provided that such exercise does not adversely affect, or conflict with, any exercise of voting
rights made by Seller in connection with Securities held for its own account or for the account of others.
(iii) Other requirements
(A) Undertake to comply with any legal or regulatory requirements necessary under applicable Russian law or the `
laws of such other jurisdiction as that is necessary in order to carry out the transaction.
(B) If Buyer is designated as Registration Party in a Confirmation, Seller shall undertake to do all necessary and proper
acts to assist Buyer in completing the transaction.
(b) You shall be obligated to:
(i) On the Trade Date, at Renaissances request, provide Renaissance, in writing, with any information necessary to facilitate
Renaissances preparation of the Confirmation.
(ii) Provide Renaissance, with the signed Confirmation, together with all documentation necessary on its part to ensure the re-
registration of the transfer of the Securities, by facsimile or other electronic means.
5. Payments
5.1 Payment arrangements will depend on the capacity that Renaissance is acting in. Respectively:
(a) Clause 5.2 will only apply where Renaissance is acting as the Seller, in a transaction involving the purchase and sale of
Securities.
(b) Clause 5.3 will only apply where Renaissance is acting as the Buyer, in a transaction involving the purchase and sale of
Securities.
5.2 Pre-delivery
(a) The Buyer will pay the Total Price within two (2) Business Days from the day it or its nominee receives an extract from the
register of stockholders of the Issuer showing the Securities registered in accordance with the provisions of Clause 3.2.
(b) The expenses associated with the registration of the Securities shall be borne by the Seller.


29
(c) Amounts to be paid under this Schedule shall be paid by bank transfer to the relevant account set out at the end of this
agreement.
5.3 Pre-payment
(a) The Buyer will pay the Total Price two (2) Business Days from the date of when the signed Confirmation is received and
prior to the Sellers sub-custodian or such sub-custodians registration agent sending the necessary documents to the
registrar to re-register the shares to the Buyers name
(b) The expenses associated with the registration of the Securities shall be borne by the Seller.
(c) Amounts to be paid under this Schedule shall be paid by bank transfer to the relevant account set out at the end of this
agreement.
6. Representations and warranties
6.1 In conjunction with the representations and warranties under this Agreement, Seller hereby represents and warrants that:
(a) it may lawfully sell the Securities to the Buyer;
(b) it was, on the Trade Date, is now and shall be, immediately prior to the registration of the Securities in the name of the
Buyer (or the Buyers Nominee), entitled to sell all the Securities, free from third party interests, encumbrances and pledges
of any kind;
(c) all the Securities are fully paid for and there are no moneys or liabilities outstanding or payable in respect of any Securities;
and
(d) payment by the Buyer for the Securities to the account specified by the Seller in the Confirmation complies with all
Applicable Regulations.
6.2 In conjunction with the representations and warranties under this Agreement, Buyer hereby represents and warrants that:
(a) it may lawfully purchase the Securities from the Seller;
(b) it has made its own independent investigation and appraisal of the Securities, the Company and of the risks of entering into
the transaction; and
(c) it has not relied on any representation or warranty of the Seller (except those contained herein or in any Confirmation) in
deciding whether to enter into the transaction.
6.3 The representations contained herein shall be deemed to be repeated by each party on each date on which a transaction in
Securities subject to this Schedule and this Agreement is ordered whether executed or not.
7. Termination provisions
7.1 Failure to register: If the Securities have not been re-registered in the name of the Buyer or the Buyers Nominee in
accordance with Clause 2 within the Registration Period (plus a period of 30 calendar days), the Buyer shall have the right
any time thereafter to terminate the transaction upon written notice to the other party (which termination shall be
effective on the date of the notice). If the Buyer exercises its right to terminate the transaction in accordance with this
Clause 7.1, the Seller shall return to the Buyer any amounts paid (if already paid, plus interest,) no later than two (2)
Business Days after such termination. Termination shall be without prejudice to the right to damages or other accrued
rights of either party including rights under Clause 5.
7.2 Failure to pay: In the event that the Seller has not received the Payment Amount by the end of the Business Day after which
payment is due, the Seller may at any time thereafter terminate the transaction by written notice to the Buyer (which
termination shall be effective two (2) Business Days after the date of receipt by the Buyer of such notice). Upon such
termination, the Buyer shall take all such action as the Seller may request for the purpose of re-registering the Securities in
the Sellers (or the Sellers Nominees) name as soon as practicable. Termination shall be without prejudice to the right of
Seller to damages and to any accrued rights of either party including rights under Clause 5 of this Schedule.
8. Miscellaneous
8.1 Except as expressly recognized herein, nothing in this Agreement, this Schedule or any Confirmation shall create any
fiduciary or equitable duty owed by one party to the other. Each party and its affiliates may have interest in any securities
issued by a Company or relationships or agreements with or relating to such Company or its affiliates without being
required to disclose any of the same to the other party to the transaction.




30
ELECTRONIC SERVICES SCHEDULE
This Schedule applies when we provide Electronic Services to you either directly or through third parties ("Vendors"). Electronic
Services include all electronic communications between us, including but not limited to access to and use of systems that route
orders (including Automated Trading Services as defined below) to us as well as use of certain proprietary trading tools, we make
available to you each of which you may use to send orders. Electronic Services also include electronic access to investment research,
and portfolio information, trading strategies or libraries and any related software or hardware we may provide to enable you to use
the Electronic Services. Capitalized terms used in this Schedule shall have the meaning used in the Agreement unless otherwise
defined herein, and terms defined in this Schedule relate to this Schedule only.
1. Security
You may be provided with user identifications, Passwords, authentication codes or other security devices or procedures, collectively
("Passwords") for access to the Electronic Services. You may not share your Passwords with any third party without our and /or the
Vendors written approval, as applicable. Upon request, you shall provide us with a list of the persons authorized to use your
Passwords. You agree not to alter, delete, disable or otherwise circumvent any Password or permit or assist any other party to do so
in a manner not authorized by us and/or the Vendor, as applicable. We and/or the Vendors reserve the right to suspend your access
to the Electronic Services and change (or require you to change) your Passwords at any time. You are responsible for any
transmissions, instructions, information, processes, click through consents, click stream data or other communications
("Communications") attributable to your Passwords, whether entered by your authorized personnel or by any other person, and any
agreement or consent communicated from such access shall be deemed binding on you. You shall notify us immediately upon
learning or suspecting that any unauthorized party has obtained any Password used in connection with any of the Electronic
Services. You shall maintain adequate internal procedures and controls over your use of the Electronic Services and Passwords. For
the avoidance of doubt you will also be bound by the terms and conditions contained in any electronically presented document as
supplemented or amended from time to time.
2. Orders
Subject to the provisions of this Agreement, you agree the following with us:
2.1 We will be deemed to have received an order when we have sent an acknowledgement to you, whether or not you have
received such acknowledgement;
2.2 You will be bound by all executions (partial or otherwise) of orders we receive from you and have acknowledged through the
Electronic Services, whether or not we were able to send execution reports successfully;
2.3 Execution terms as reflected in execution reports sent to you are subject to adjustment for errors, including errors on the part
of the markets to which your orders were routed;
2.4 We or, where applicable, the Vendor may impose and/or change limits on the amount, size and type of Investments or any
other instruments you may trade through the Electronic Services and modify any aspect of or limit, suspend or terminate use
of the Electronic Services at any time;
2.5 You agree that we have no obligation to enter into any transaction with you or to provide a valuation/quotation with respect
to any transaction with you. Unless a valuation/quotation is specifically identified as actionable, it is indicative and for
informational purposes only;
2.6 You may be able to terminate the processing of your orders by canceling the orders through the Electronic Service, or by
calling the relevant trading desk. An order will not be deemed to have been successfully cancelled in the market to which it
was routed if we receive executions(s) of your order from the market. Orders submitted as market orders may be difficult or
impossible to cancel;
2.7 Objections to reports of the execution of your orders and/or statements of your account(s) must be raised within three
Business Days of your receipt of such reports and statements;
2.8 Unless you specifically instruct us to route your orders directly to one or more specified markets, we may, in our
commercially reasonable discretion, select any market, including one or more internal matching services or third party
trading systems;
2.9 You will be responsible for all orders, instructions and trades which are identified by the Electronic Services as coming from
you, whether entered by your authorized personnel or by any other person, and any agreement, consent or assent
communicated from such access to the services will be deemed binding on you; and
2.10 Electronic communications, chat and instant messaging features may be provided to you as a convenience to enhance your
communications with us. Unless otherwise agreed to by us, you shall not use these features to request, authorize or effect


31
any transaction, to send fund transfer instructions or account information, or for any other communication that requires non-
electronic written authorization. Neither we nor any of our Associated Firms nor their or our employees, officers, directors or
agents shall be responsible for any loss or damage that results if any request for those purposes is or is not accepted or
processed. You agree that you shall use these features in compliance with the Rules, and you shall not use them to transmit
inappropriate information, including information that may be deemed obscene, libelous, harassing, fraudulent or slanderous.
3. Automated trading services
We may make available through the Electronic Services certain applications intended for use by sophisticated investors that will
enable you to direct us to automatically make trades on your behalf. These applications may include tools that automatically
generate orders based on parameters you specify and will independently and continuously process your orders for execution until
the parameters you established have been fully satisfied (Automated Trading Services). Such parameters may relate to volatility,
gamma and delta assumptions, predefined relationships between Securities you designate, value weight average pricing, or other
characteristics addressed by the Automated Trading Services. Once enabled by you, the features provided by these Automated
Trading Services will automatically calculate trading instructions and transmit buy and sell orders to the market for execution. The
operational characteristics of the Automated Trading Service are further described in the Customer Document Pack we shall in such
instances make available to you. You may terminate the processing of your orders by canceling the orders in accordance with Clause
2.6 of this Schedule.
4. Obligations
4.1 In the event of system delay or failure, or otherwise in relation to any concerns you may have about your Transactions, you
are responsible for contacting us by alternative means, such as the telephone.
4.2 You are solely responsible for your compliance with the Rules, including without limitation conducting and participating in
training in respect of the Rules, monitoring and implementing any changes or updates to the Rules, suitability requirements,
the preparation and/or filing of any of your reports to any relevant Exchange and/or any other regulatory authority, and/or
the maintenance of records required to maintained by you.
4.3 You shall cooperate fully with us in any enquiries made by any of our third party market data suppliers, any relevant
Exchange, any Vendor or any other regulatory authority in relation to the provision of the Electronic Services.
5. User rights
5.1 We grant you, under this Agreement, a personal, limited, non-exclusive, revocable, non-transferable and non-sub-licensable
license to use the Electronic Services. You have no ownership rights in the Electronic Services, which are owned by us, the
Vendors or their respective licensors, and are protected under copyright, trade mark and other intellectual property laws and
other applicable laws and/or regulations. You receive no copyright or any other intellectual property right in or to the
Electronic Services, except as provided above. You may use the Electronic Services only for your internal business purposes.
You agree that we may provide certain portions of the Electronic Services under license from third parties, and you agree to
comply with any additional restrictions on your usage that we may communicate to you from time to time, or that are
otherwise the subject of an agreement between you and such licensors. Each party will treat the existence and terms of this
Agreement as confidential, and you further agree that any information relating to the content or operation of the Electronic
Services is confidential and proprietary to us, and that you will refrain from disclosing such information to any third party. We
may terminate the license in respect of all or any part of the Electronic Services upon notice to you and the license shall
automatically terminate upon receipt of such notice.
5.2 You agree that the Internet is not a secure network and that any Communications transmitted over the internet may be
intercepted or accessed by unauthorized or unintended parties, may not arrive at the intended destination or may not arrive
in the form transmitted. You agree that neither we nor the relevant Vendor take any responsibility for any Communications
transmitted over the internet and that there can be no assurance that such Communications shall remain confidential or
intact. Any Communications transmitted to or from you through the Electronic Services shall be at your sole risk. If you access
or view the Electronic Services by means or in formats other than as originally intended or provided by us, you remain
responsible for reviewing all pertinent portions of the Electronic Services including any relevant disclosures and disclaimers.
6. Representation
6.1 Each time you use the Electronic Services and with respect to each transaction, you hereby represent and warrant in addition
to the requirements of this Agreement that you shall not introduce, nor permit any person to introduce into the Electronic
Services, any code, malicious or hidden mechanisms that would impair the operation of the Electronic Services or our or an
Associated Firms computers or other devices or software, or would permit other users access to the Electronic Services, nor
shall you use the Electronic Services to gain any unauthorized access to any computer system.


32
You represent and warrant that your use of the electronic services will be for the purposes of your business, trade, or
profession. The Parties acknowledge and agree that the requirements of the E-Commerce Directive (2000/31/EC) as those
have been implemented in Cyprus legislation are excluded to the fullest extent permissible by Law.
7. Limitation of liability and disclaimer
7.1 Without prejudice and in addition to the provisions of this Agreement, and to the fullest extent permissible under the Rules,
neither we, the Vendors or the Indemnified Parties will be liable (whether in contract, tort (including negligence) or
otherwise) to you for any costs, liabilities, losses, damages, expenses or legal fees incurred directly or indirectly by you in
connection with the services contemplated in this Schedule or as a result of any use, misuse, error or failure of the Electronic
Services.
7.2 The Electronic Services are provided as is, and use is at your sole risk. In addition to terms contained elsewhere in the
Agreement and provisions relating to liability and indemnity, neither we, the Vendors nor any third party that contributes in
any manner to the Electronic Services make any express or implied representation or warranty:
(a) as to the accuracy, completeness or timeliness of the Electronic Services; or
(b) that the Electronic Services shall be uninterrupted or error-free;
In the event that we make certain trading strategies or libraries available to you, the libraries are provided solely for
informational purposes and you should not rely on the data contained therein as a recommendation, nor should you buy or
sell any security or decide to engage in any particular trading strategy based solely on the information contained in the
libraries.
Further, we, the Vendors and/or any third party that contributes to the Electronic Services disclaim any express or implied
liability and any representations, terms or warranties relating to non-infringement, satisfactory quality or fitness for a
particular purpose relating to the Electronic Services and any hyperlink to another site is not and does not imply an
endorsement, verification or monitoring by us of any information on that site.
Notwithstanding anything to the contrary in this Agreement any Vendor which is also an Associate shall be a third party
beneficiary to this Schedule.



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AGENCY SCHEDULE
You confirm and agree that this Schedule forms part of and is incorporated by reference into the Agreement and the Customer
Document Pack entered into between Renaissance and the Customer and shall be read as if part of the original Agreement and the
Customer Document Pack. This Schedule applies where you are an agent acting on behalf of an underlying principal where you agree
and warrant that:
1. For Cyprus regulatory purposes, you are our sole customer or client to the exclusion of your underlying principal.
Consequently, we shall treat you as our principal, even if you have been appointed to act as your clients agent;
2. You are fully empowered to grant the security interests referred to in Clause 11 of this Agreement;
3. You undertake that you will procure that your principal will not create or have outstanding any security interest
whatsoever on or over any of the Investments referred to in the Agreement (except for the security interest created
thereby);
4. You have and will have sufficient of your principals assets under your control at the time of placing any order to meet
the liabilities of your principal in respect of any transaction;
5. You are subject to, and are fully in compliance with the Prevention and Prohibition of Legalization of Proceeds of
Criminal Activities Law of 2007 as may be amended from time to time and the Rules, or are subject to, and are fully in
compliance with, substantially equivalent requirements in your jurisdiction and you have obtained evidence of and
recorded the identity of your principal in accordance with such regulations and/or requirements;
6. All Investments held on your behalf pursuant to this Agreement will be beneficially owned by your principal free from
all liens, charges and encumbrances other than those which may arise in our favour;
7. In relation to Investments, money or other property which belongs beneficially to your principal, references in this
Agreement to you shall be construed as references to your principal;
8. You will be, and you will procure that your principal will be, jointly and severally liable, each as if a principal, to us in
respect of all obligations and liabilities to be performed by you pursuant to and in respect of any transaction(s)
entered into under or pursuant to this Agreement;
9. You have, and you will procure that your principal has, obtained all consents, licenses and authorizations to enable you
and your principal to enter into, perform and comply with your and your principals obligations under this Agreement
and any transaction and you will, and will procure that your principal will maintain in full force and effect all such
consents, licenses and authorizations and you will or procure that your principal will provide us with copies or other
evidence of such consents or approvals as we may reasonably require;
10. You undertake, at our request, to supply us with such financial information about your principal as we may reasonably
require, and
11. You will notify us promptly in writing if there is any material deterioration in the financial condition of your principal.

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