Template:2002 ISDA Equity Derivatives Definitions 13.4: Difference between revisions

From The Jolly Contrarian
Jump to navigation Jump to search
No edit summary
No edit summary
 
Line 1: Line 1:
Section {{eqderivprov|13.4}}. '''{{eqderivprov|Additional Acknowledgments}}'''. If “'''{{eqderivprov|Additional Acknowledgments}}'''” is specified as applicable in the related {{eqderivprov|Confirmation}}, then unless agreed to the contrary expressly and in writing in the related {{eqderivprov|Confirmation}} for a {{eqderivprov|Transaction}} and notwithstanding any communication that each party ([[and/or]] its {{eqderivprov|Affiliates}}) may have had with the other party, each party to a {{eqderivprov|Transaction}} acknowledges that: <br>
Section {{eqderivprov|13.4}}. '''{{eqderivprov|Additional Acknowledgments}}'''. If “'''{{eqderivprov|Additional Acknowledgments}}'''” is specified as applicable in the related {{eqderivprov|Confirmation}}, then unless agreed to the contrary expressly and in writing in the related {{eqderivprov|Confirmation}} for a {{eqderivprov|Transaction}} and notwithstanding any communication that each party ([[and/or]] its {{eqderivprov|Affiliates}}) may have had with the other party, each party to a {{eqderivprov|Transaction}} acknowledges that: <br>
:(a) neither the other party nor its Affiliates provides investment, tax, accounting, legal or other advice in respect of such {{eqderivprov|Transaction}};
:{{eqderivprov|13.4(a)}} neither the other party nor its Affiliates provides investment, tax, accounting, legal or other advice in respect of such {{eqderivprov|Transaction}};
:(b) it has been given the opportunity to obtain information from the other party concerning the terms and conditions of such {{eqderivprov|Transaction}} necessary in order for it to evaluate the merits and risks of the {{eqderivprov|Transaction}}. Notwithstanding the foregoing, it and its advisors are not relying on any communication (written or oral and [[including, without limitation]], opinions of third party advisors) of the other party or its Affiliates as  
:{{eqderivprov|13.4(b)}} it has been given the opportunity to obtain information from the other party concerning the terms and conditions of such {{eqderivprov|Transaction}} necessary in order for it to evaluate the merits and risks of the {{eqderivprov|Transaction}}. Notwithstanding the foregoing, it and its advisors are not relying on any communication (written or oral and [[including, without limitation]], opinions of third party advisors) of the other party or its Affiliates as  
::(i) legal, regulatory, tax, business, investments, financial, accounting or other advice,  
::(i) legal, regulatory, tax, business, investments, financial, accounting or other advice,  
::(ii) a recommendation to enter into such {{eqderivprov|Transaction}} or  
::(ii) a recommendation to enter into such {{eqderivprov|Transaction}} or  
Line 10: Line 10:
::(C) an assurance or guarantee as to the expected results of the {{eqderivprov|Transaction}}.  
::(C) an assurance or guarantee as to the expected results of the {{eqderivprov|Transaction}}.  
::Any such communication should not be the basis on which the recipient has entered into such {{eqderivprov|Transaction}}, and should be independently confirmed by the recipient and its advisors prior to entering into the {{eqderivprov|Transaction}}; and <br>
::Any such communication should not be the basis on which the recipient has entered into such {{eqderivprov|Transaction}}, and should be independently confirmed by the recipient and its advisors prior to entering into the {{eqderivprov|Transaction}}; and <br>
:(c) the other party [[and/or]] its {{isdaprov|Affiliates}} may have banking or other commercial relationships with the issuer of the shares underlying such {{eqderivprov|Transaction}} and may engage in proprietary trading in the {{eqderivprov|Shares}} or the {{eqderivprov|Index}}({{eqderivprov|es}}) (as applicable) or options, futures, derivatives or other instruments relating to the {{eqderivprov|Shares}} or the {{eqderivprov|Index}}({{eqderivprov|es}}) (as applicable) (including such trading as such party [[and/or]] its Affiliates deem appropriate in their sole discretion to hedge their market risk on such {{eqderivprov|Transaction}} and other transactions relating to the {{eqderivprov|Shares}} or the {{eqderivprov|Index}}({{eqderivprov|es}}) (as applicable) between each party [[and/or]] its Affiliates and the other party or with third parties), and that such trading may affect the price of the {{eqderivprov|Shares}} or the {{eqderivprov|Index}}({{eqderivprov|es}}) (as applicable) and consequently the amounts payable or deliverable under such {{eqderivprov|Transaction}}. Such trading may be effected at any time, including on or near the {{eqderivprov|Valuation Date}}({{eqderivprov|s}}). <br>
:{{eqderivprov|13.4(c)}} the other party [[and/or]] its {{isdaprov|Affiliates}} may have banking or other commercial relationships with the issuer of the shares underlying such {{eqderivprov|Transaction}} and may engage in proprietary trading in the {{eqderivprov|Shares}} or the {{eqderivprov|Index}}({{eqderivprov|es}}) (as applicable) or options, futures, derivatives or other instruments relating to the {{eqderivprov|Shares}} or the {{eqderivprov|Index}}({{eqderivprov|es}}) (as applicable) (including such trading as such party [[and/or]] its Affiliates deem appropriate in their sole discretion to hedge their market risk on such {{eqderivprov|Transaction}} and other transactions relating to the {{eqderivprov|Shares}} or the {{eqderivprov|Index}}({{eqderivprov|es}}) (as applicable) between each party [[and/or]] its Affiliates and the other party or with third parties), and that such trading may affect the price of the {{eqderivprov|Shares}} or the {{eqderivprov|Index}}({{eqderivprov|es}}) (as applicable) and consequently the amounts payable or deliverable under such {{eqderivprov|Transaction}}. Such trading may be effected at any time, including on or near the {{eqderivprov|Valuation Date}}({{eqderivprov|s}}). <br>

Latest revision as of 14:24, 5 September 2018

Section 13.4. Additional Acknowledgments. If “Additional Acknowledgments” is specified as applicable in the related Confirmation, then unless agreed to the contrary expressly and in writing in the related Confirmation for a Transaction and notwithstanding any communication that each party (and/or its Affiliates) may have had with the other party, each party to a Transaction acknowledges that:

13.4(a) neither the other party nor its Affiliates provides investment, tax, accounting, legal or other advice in respect of such Transaction;
13.4(b) it has been given the opportunity to obtain information from the other party concerning the terms and conditions of such Transaction necessary in order for it to evaluate the merits and risks of the Transaction. Notwithstanding the foregoing, it and its advisors are not relying on any communication (written or oral and including, without limitation, opinions of third party advisors) of the other party or its Affiliates as
(i) legal, regulatory, tax, business, investments, financial, accounting or other advice,
(ii) a recommendation to enter into such Transaction or
(iii) an assurance or guarantee as to the expected results of such Transaction;
it being understood that information and explanations related to the terms and conditions of such Transaction are made incidental to the other party’s business and shall not be considered
(A) legal, regulatory, tax, business, investments, financial, accounting or other advice,
(B) a recommendation to enter into such Transaction or
(C) an assurance or guarantee as to the expected results of the Transaction.
Any such communication should not be the basis on which the recipient has entered into such Transaction, and should be independently confirmed by the recipient and its advisors prior to entering into the Transaction; and
13.4(c) the other party and/or its Affiliates may have banking or other commercial relationships with the issuer of the shares underlying such Transaction and may engage in proprietary trading in the Shares or the Index(es) (as applicable) or options, futures, derivatives or other instruments relating to the Shares or the Index(es) (as applicable) (including such trading as such party and/or its Affiliates deem appropriate in their sole discretion to hedge their market risk on such Transaction and other transactions relating to the Shares or the Index(es) (as applicable) between each party and/or its Affiliates and the other party or with third parties), and that such trading may affect the price of the Shares or the Index(es) (as applicable) and consequently the amounts payable or deliverable under such Transaction. Such trading may be effected at any time, including on or near the Valuation Date(s).