Schedule Document - ISDA Provision

2002 ISDA Master Agreement A Jolly Contrarian owner’s manual™ Schedule Document in a Nutshell™ The JC’s Nutshell™ summary of this term has moved uptown to the subscription-only ninja tier. For the cost of ½ a weekly 🍺 you can get it here. Sign up at Substack. You can even ask questions! Ask about it here. Schedule Document in all its glory ISDA® International Swaps and Derivatives Association, Inc. SCHEDULE to the 2002 Master Agreement dated as of ..................................................................... between ............... and ............... (“Party A”) (“Party B”) [established as a [COUNTERPARTY TYPE]] [established as a [COUNTERPARTY TYPE]] [with company number [NUMBER]] [with company number [NUMBER]] [under the laws of [JURISDICTION]] [under the laws of [JURISDICTION]] [acting through its [BRANCH]] [acting through its [BRANCH]] Part 1. Termination Provisions. (a) “Specified Entity” means in relation to Party A for the purpose of:― Section 5(a)(v), [SPECIFY]. Section 5(a)(vi), [SPECIFY]. Section 5(a)(vii), [SPECIFY]. Section 5(b)(v), [SPECIFY]. and in relation to Party B for the purpose of:― Section 5(a)(v), [SPECIFY]. Section 5(a)(vi), [SPECIFY]. Section 5(a)(vii), [SPECIFY]. Section 5(b)(v), [SPECIFY]. (b) “Specified Transaction” [will have the meaning specified in Section 14 of this Agreement.][means [SPECIFY].] (c) The “Cross-Default” provisions of Section 5(a)(vi) [will][will not]* apply to Party A and [will][will not]* apply to Party B. [“Specified Indebtedness” [will have the meaning specified in Section 14 of this Agreement.][means [SPECIFY].] “Threshold Amount” means [SPECIFY].] (d) The “Credit Event Upon Merger” provisions of Section 5(a)(v) [will][will not]* apply to Party A and [will][will not]* apply to Party B. (e) The “Automatic Early Termination” provisions of Section 6(a) [will][will not]* apply to Party A and [will][will not]* apply to Party B. (f) “Termination Currency” [will have the meaning specified in Section 14 of this Agreement.][means [SPECIFY].] (g) Additional Termination Event [will][will not]* apply. [The following will constitute an Additional Termination Event:― [SPECIFY] For the purpose of the foregoing Termination Event, the Affected Party or Affected Parties will be:― [SPECIFY]. ] Template:ISDA Master Agreement 2002 Schedule Part 2 Part 3. Agreement to Deliver Documents. For the purpose of Sections 4(a)(i) and 4(a)(ii) of this Agreement, each party agrees to deliver the following documents, as applicable:― (a) Tax forms, documents or certificates to be delivered are[: none][:― Party required to deliver document Form/Document/Certificate Date by which to be delivered .......... .......... .......... .......... .......... .......... .......... .......... .......... (b) Other documents to be delivered are[: none][:― Party required to deliver document Form/Document/Certificate Date by which to be delivered Covered by Section 3(d) Representation .......... .......... .......... [Yes][No] .......... .......... .......... [Yes][No] .......... .......... .......... [Yes][No] 4 Miscellaneous (a) Notices: Each party’s address for communications under Section 12(a) will be: Party A: [SPECIFY]. Party B: [SPECIFY]. (b) Process Agents: For Section 13(c): Party A: [None.][SPECIFY]. Party B: [None.][SPECIFY]. (c) Offices, Multi-branch Parties Party A: [SPECIFY]. Party B: [SPECIFY]. (d) Calculation Agent: [SPECIFY]. (e) Credit Support Documents Party A: [None.][SPECIFY]. Party B: [None.][SPECIFY]. (f) Credit Support Providers Party A: [None.][SPECIFY]. Party B: [None.][SPECIFY]. (g) Governing Law: [English law][New York law]. (h) Netting of Payments: Multiple Transaction Payment Netting will [not] apply. (i) Affiliate: [As defined in Section 14 of the Master Agreement.][SPECIFY] (j) Additional Representations: Each party represents on the date on which it enters into a Transaction that: (i) Non-Reliance: It is acting for its own account, and it has made its own independent decisions to enter into that Transaction and as to whether that Transaction is appropriate or proper for it based upon its own judgment and upon advice from such advisers as it has deemed necessary. It is not relying on any communication (written or oral) of the other party’s investment advice or as a recommendation to enter into that Transaction, it being understood that information and explanations related to the terms and conditions of a Transaction will not be considered investment advice or a recommendation to enter into that Transaction. No communication (written or oral) received from the other party will be deemed to be an assurance or guarantee as to the expected results of that Transaction. (ii) Assessment and Understanding: It is capable of assessing the merits of and understanding (on its own behalf or through independent professional advice), and understands and accepts, the terms, conditions and risks of that Transaction. It is also capable of assuming, and assumes, the risks of that Transaction. (iii) Status of Parties: The other party is not acting as a fiduciary for or an advisor to it in respect of that Transaction. Template:ISDA Master Agreement 2002 Schedule Part 5 edit Related agreements and comparisons Click here for the text of Section Schedule Document in the 1992 ISDA Template:Isdadiff Schedule Document Resources and Navigation This provision in the 1992 Resources Wikitext | Nutshell wikitext | 1992 ISDA wikitext | 2002 vs 1992 Showdown | 2006 ISDA Definitions | 2008 ISDA | JC’s ISDA code project Navigation Preamble | 1 • (a) (b) (c) | 2 • (a) (b) (c) (d) | 3 • (a) (b) (c) (d) (e) (f) (g) | 4 • (a) (b) (c) (d) (e) | 5 • 5(a) Events of Default: 5(a)(i) Failure to Pay or Deliver 5(a)(ii) Breach of Agreement 5(a)(iii) Credit Support Default 5(a)(iv) Misrepresentation 5(a)(v) Default Under Specified Transaction 5(a)(vi) Cross Default 5(a)(vii) Bankruptcy 5(a)(viii) Merger Without Assumption 5(b) Termination Events: 5(b)(i) Illegality 5(b)(ii) Force Majeure Event 5(b)(iii) Tax Event 5(b)(iv) Tax Event Upon Merger 5(b)(v) Credit Event Upon Merger 5(b)(vi) Additional Termination Event (c) (d) (e) | 6 • (a) (b) (c) (d) (e) (f) | 7 | 8 • (a) (b) (c) (d) | 9 • (a) (b) (c) (d) (e) (f) (g) (h) | 10 | 11 | 12 • (a) (b) | 13 • (a) (b) (c) (d) | 14 | Index: Click ᐅ to expand: 2002 ISDA 1992 ISDA Premium version of this page

Overview

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This is the business end of the negotiation. Well, it’s the only end of the negotiation. This is where you make your elections, advise your name and address details, and make any amendments and augmentations to the pre-printed standard form. It would be nice to think that it would be a matter of filling out name and address, making some standardised tax representations and everyone would be underway and ready to trade, but usually it is a 3-6 month process of haggling about contingencies that are highly unlikely ever to arise.

And if it were that easy, this whole web site wouldn’t have been necessary. You decide whether or not that is a good thing.

Summary

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The Schedule is where the parties make their elections, customised representations, and any other amendments to the form of the ISDA that they want to apply across the board. Thus the Schedule is the heart of the ISDA negotiation. It is famously divided into five parts, of which you will spend most of your time in Parts 1 and 5.

Part 1 - Termination Provisions
Part 2 - Tax Representations (Schedule)
Part 3 - Agreement to Deliver Documents
Part 4 - Miscellaneous (Schedule)
Part 5 - Other Provisions

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See also

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