Insolvency Filing - Equity Derivatives Provision

Commentary

From the User's Guide:

Insolvency Filing. Section 12.9(a)(iv) defines the third possible Additional Disruption Event, Insolvency Filing. Insolvency Filing is defined as an insolvency or bankruptcy proceeding instituted by the Issuer or a regulator, supervisor or similar official with primary insolvency or regulatory jurisdiction over the Issuer. An Insolvency Filing should be distinguished from the much narrower definition of Insolvency as set forth in Section 12.6(a)(ii), discussed above. Unlike the comparable provision in the ISDA Master Agreement, an Insolvency Filing specified as an Additional Disruption Event has no grace period associated with it and is not triggered by an invohmtary f11ing by creditors (i.e., persons other than the Issuer or a regulatory, supervisor or other sinlilar official) that has not been dismissed within 15 days.

Section 12.9(b)(i) sets forth the consequence of an Insolvency Filing. As with Change in Law, if an Insolvency Filing occurs, either party may elect to terminate the Transaction upon at least two Scheduled Trading Days' notice to the other party. Upon the provision of such notice, the Transaction will terminate and the Determining Party will determine the Cancellation Amount payable by one party to the other party.