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I am being granted access to the information contained
on this site in order to review certain information concerning First City Monument
Bank Plc and its subsidiaries ("FCMB") in connection with the proposed placing to
international institutional investors of new shares in FCMB in the form of unlisted
global depositary receipts and the admission of the underling shares to the Main
Market of the Nigerian Stock Exchange (the "International Offer").
I understand that my access to this online data room
site (the "Site") is subject to the following conditions and in consideration of
such access I represent, warrant and agree the following:
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All of the information contained on this site ("Information") is considered confidential.
I agree: (a) not to disclose, copy, reproduce or distribute any of the Information
or make it otherwise available to any other person without FCMB's prior written
consent, save that I may make the Information available to other persons (including
advisers) to the extent necessary to assist in my consideration of whether or not
to participate in the International Offer and provided that such persons are first
made aware of the confidential nature of such Information and agree to keep it confidential
(and I undertake to procure that such persons keep such Information confidential);
and (b) to use the Information solely in connection with the International Offer
and not for any other purpose. This
undertaking shall not apply to Information to the extent that it is: (a) already
in the public domain or subsequently comes into the public domain other than through
any breach of the undertakings set out in these conditions of access or any other
duty of confidentiality relating to that Information; (b) already in my lawful possession
or subsequently comes into my lawful possession from a third party who does not
owe FCMB any duty of confidentiality in relation to it; or (c) required to be disclosed
by law, regulation or by any regulatory authority (provided that, in such circumstances,
I shall, to the extent practicable, promptly notify FCMB in writing and co-operate
with FCMB regarding the timing and content of any such disclosure). This undertaking
shall continue to apply following the conclusion of the International Offer.
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I am authorised by FCMB to access the Site. I will not attempt to circumvent any
of the security features of the Site, and will not enable or allow others to access
the Site using my authorization to the Site.
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I agree not to access the Site from an internet café or from any other place where
the general public has access and that when I leave (even for a short period of
time) a computer or other communications device being used to access the Site, I
will ensure that the computer or device is locked using a password which is known
or accessible only by me, my personal assistant and internal IT support department.
At the end of each session accessing the Site, I will close down the browser window.
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I agree that should I decide not to participate in the International Offer, to either
return to FCMB or destroy all Information which I have printed or downloaded from
the Site and to expunge all Information from any computer or other device containing
the Information, save to the extent that I am required to retain such Information
by law or regulation or by any regulatory authority.
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I agree not to post or transmit any information onto the Site nor to provide any
hotlinks to the Site from any locations outside the Site and confirm that I am using
up-to-date industry standard virus detection devices to ensure that I do not transmit
any harmful virus to the Site.
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I acknowledge that FCMB reserves the right to add further documents to the Site
and update existing documents on the Site at any time.
It is my responsibility to check for any such updates. I also acknowledge
that FCMB may withdraw the Site at any time without notice. No assurance is given
that the Site will be available at any particular time or that any Information can
be accessed in any format, at any download rate or at all. FCMB may in its discretion
provide alternative means for accessing the Information.
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I will comply with all applicable laws and regulations (including, but not limited
to, any security laws and regulations) in accessing the Site and using the Information.
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I acknowledge
that except with respect to the FCMB in Nigeria, no action has been or will be taken by
FCMB or
its affiliates, or any person acting on its behalf, that would, or is intended to,
permit a public offer of the securities in any country or jurisdiction where any
such action for that purpose is required and that securities may not be, directly
or indirectly, offered or sold and that no prospectus, form of application, advertisement
or other document or information may be distributed or published in any other country
or jurisdiction except under circumstances that will result in compliance with any
applicable laws and regulations.
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The information on this site has been prepared to assist interested parties in considering
whether to subscribe for global depositary receipts in the International Offer.
FCMB does not represent the information as being all-inclusive or containing all
information that may be desirable or required in order to assist with any decision
to participate in the International Offer.
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Without prejudice to any subscription agreement which may subsequently be entered
into with FCMB should I participate in the International Offer, I understand that
FCMB is making no representation or warranty, express or implied, as to the accuracy
or completeness of any the Information, and that FCMB will have no liability whatsoever
with respect to any use or reliance upon any of the Information.
By clicking on the "I Accept" button below, I acknowledge
that I read, understand, and agree to the above conditions |