Local Delivery Day - ISDA Provision

2002 ISDA Master Agreement A Jolly Contrarian owner’s manual™ Local Delivery Day in a Nutshell™ The JC’s Nutshell™ summaries are moving to the subscription-only ninja tier. For the cost of ½ a weekly 🍺 you can get them here. Sign up at Substack. Local Delivery Day in all its glory “Local Delivery Day” means, for purposes of Sections 5(a)(i) and 5(d), a day on which settlement systems necessary to accomplish the relevant delivery are generally open for business so that the delivery is capable of being accomplished in accordance with customary market practice, in the place specified in the relevant Confirmation or, if not so specified, in a location as determined in accordance with customary market practice for the relevant delivery. edit Related agreements and comparisons Click here for the text of Section Local Delivery Day in the 1992 ISDA There is no definition of “Local Delivery Day” in the 1992 ISDA 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 | 2 | 3 | 4 | 5 | 6 | 7 | 8 | 9 | 10 | 11 | 12 | 13 | 14 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 • 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 Index: Click ᐅ to expand: 2002 ISDA - Premium 1992 ISDA - Premium Premium version of this page

Overview

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There is no “Local Delivery Day” concept in the 1992 ISDA. Of its two appearances in the 2002 ISDA one — in Failure to Pay or Deliver — is ably handled by Local Business Day, and the other in deferral following a Waiting Period — doesn’t exist, being part of the Illegality/Force Majeure innovation complex from the 2002.

Summary

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What is the difference between a “Local Business Day” and a “Local Delivery Day”?

Local Business Day is a lot more fiddly, and context dependent, for one thing. As per our nutshell summary, what counts as a Local Business Day depends on who is asking: for performing general obligations it looks to the Transaction Confirmation; for Waiting Periods it depends where the triggering event occurs, for payments it depends where the account is located, for communications it depends on the location of the recipient.

A Local Delivery Day — which comes up only in when considering whether one has failed to deliver a non-cash security of some kind (Section 5(a)(i)) or, even though ostensibly having failed to dliver it, you haven’t yet technically failed to deliver it, on account of an intervening Illegality or Force Majeure which has triggered a Waiting Period before that failure to deliver becomes an official Failure to Pay or Deliver.

Now it is true that one could have snuck this in as a separate limb of Local Business Day — there are already four; why not five? — and saved oneself an extra definition, but unfussily economising on drafting is really not how ISDA’s crack drafting squad™ rolls.

And nor is it obvious that the florid prose in which the ’squad rendered “Local Delivery Day”, when it comes down to it, says anything enormously different to the first limb (a) of the definition of Local Business Day in any case. To our clouded eyes, both of them say: “a day on which relevant settlement systems are operating in the place nominated in the Confirmation” — and if not it comes down to agreement by the parties in one case, or customary market practice in the other.

Candidly, of those two “customary market practice” is the better, as it avoids an apparent agreement to agree, although generally the ISDA standard of commercial reasonableness in close-out scenarios probably gets you to the same place in any case.

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• The JC’s famous Nutshell™ summary of this clause

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See also

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The many gorgeous, multi-hued variations on the business day can be enjoyed as follows:

• Business day - a general, cynical review;
• Business Day - GMSLA Provision

ISDA extended universe

• Local Business Day
• General Business Day (2002 only)
• Local Delivery Day (2002 only)
• Local Delivery Day (and its friends and relations)