18 Article IV Permanent Offices (a) By virtue of the Lease Agreement, the Government hereby grants to the Bank, without consideration and/or charge, the parcel of land at Stand No. 782, George Silundika Avenue, Harare Township, the full description of which is attached as Annex C to the present Memorandum of Understanding, to enable the Bank to construct its Permanent Branch Office Building. (b) The Government hereby warrants and covenants as follows: 1. That it is the absolute and exclusive owner of the land and has undisputed title to such land. 2. That it can dispose of the land by grant to the Bank without consideration and without requiring further consent, approval or ratification. 3. That the said land is free from any and all claims, encumbrances, third party rights, titles, liens or interests. 4. That it will sign all necessary papers and forms and take all appropriate steps necessary to ensure the transfer of title from the Government to the Bank. 5. That it shall keep the land free and clear of all future claims, encumbrances, rights, titles, liens or interest arising from past and future legal, contractual or other obligations of the Government or of any other source. To this effect and in relation thereto, the Government undertakes that it will forever defend against any and all claims, encumbrances, rights, titles, liens or interests and all or any encroachments of any nature whatsoever against the land and that the Bank shall have full and quiet possession and enjoyment of the land. 6. Title to the land shall, at all times, remain vested solely in the Bank. 7. The Bank shall not transfer title to all or any part of the land, except with the consent of the Government, which consent shall not be unreasonably withheld. If the Branch Office of the Bank is removed its Board of Directors from Zimbabwe, the land shall revert to the Government, subject to payment by the Government of fair compensation established by agreement with the Bank and based upon the fair value of the buildings and installations constructed thereon at the Bank's expense; it being understood that the land shall automatically revert to the Government without payment of any expenses. In the absence of agreement between the parties on the amount of fair compensation for such buildings and installations, such amount shall be determined in accordance with the procedure set forth in Article XXIII of the Branch Office Agreement. Article V Accommodation Facilities for the Bank's Personnel Upon entry into force of the present Agreement, the Government shall assist the Bank in identifying suitable accommodation and making such accommodation available to Bank Staff in the diplomatic zones of Harare. The Government undertakes to permit the Bank to purchase in its name up to six (6) immovable residential properties and to lease the same to Bank Staff. - 18 -

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