Template:M gen 2002 ISDA 3(g): Difference between revisions
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It is not beyond the paranoid fantasies of a US [[tax attorney]] — a rich, baroque tapestry indeed — to want to “[[deem]]” a swap counterparty to be an agent for one of its affiliates for certain — you know, ''tax'' — purposes, even though the [[affiliate]] is not mentioned in the [[contract]] and the other side has not the first clue that this [[affiliate]] even exists. | It is not beyond the paranoid fantasies of a US [[tax attorney]] — a rich, baroque tapestry indeed — to want to “[[deem]]” a swap counterparty to be an agent for one of its affiliates for certain — you know, ''tax'' — purposes, even though the [[affiliate]] is not mentioned in the [[contract]] and the other side has not the first clue that this [[affiliate]] even exists. | ||
How does this bear on your Section {{isdaprov|no agency | How does this bear on your Section {{isdaprov|no agency}} [[representation]]? As far as your counterparty is concerned, not at all: a fellow acting under an [[agency]] he has not disclosed to his counterpart is called a “[[principal]]”. This is all the {{isdaprov|no agency}} [[representation]] is meant to confirm: [[for the avoidance of doubt]] — of which there wasn’t much anyway — you are not acting on behalf of someone else. Therefore, should you not perform our contract, I can bring my claim against you; you cannot slip out of the tackle by pointing to some under-capitalised [[espievie]] in a banana republic I didn’t know about whom you suddenly claim to be representing. I can therefore safely instruct my [[credit officer]] that the only commercial ''bona fides'' she needs to have in mind, as she slips on her rubber gloves, are yours. | ||
It doesn’t matter whether the [[agency]] arrangement exists or not: either way, you are liable, as a [[principal]], to me, it is your problem to recover any money you may be owed by your man in Havana. | It doesn’t matter whether the [[agency]] arrangement exists or not: either way, you are liable, as a [[principal]], to me, it is your problem to recover any money you may be owed by your man in Havana. | ||
Now whether such a [[representation]] undermines the fantastical aspirations of your [[tax attorney]], on the other hand, is a question only he can answer. | Now whether such a [[representation]] undermines the fantastical aspirations of your [[tax attorney]], on the other hand, is a question only he can answer. | ||
Revision as of 19:39, 2 February 2020
Internal agency model
It is not beyond the paranoid fantasies of a US tax attorney — a rich, baroque tapestry indeed — to want to “deem” a swap counterparty to be an agent for one of its affiliates for certain — you know, tax — purposes, even though the affiliate is not mentioned in the contract and the other side has not the first clue that this affiliate even exists.
How does this bear on your Section no agency representation? As far as your counterparty is concerned, not at all: a fellow acting under an agency he has not disclosed to his counterpart is called a “principal”. This is all the no agency representation is meant to confirm: for the avoidance of doubt — of which there wasn’t much anyway — you are not acting on behalf of someone else. Therefore, should you not perform our contract, I can bring my claim against you; you cannot slip out of the tackle by pointing to some under-capitalised espievie in a banana republic I didn’t know about whom you suddenly claim to be representing. I can therefore safely instruct my credit officer that the only commercial bona fides she needs to have in mind, as she slips on her rubber gloves, are yours.
It doesn’t matter whether the agency arrangement exists or not: either way, you are liable, as a principal, to me, it is your problem to recover any money you may be owed by your man in Havana.
Now whether such a representation undermines the fantastical aspirations of your tax attorney, on the other hand, is a question only he can answer.