Specified Entity - 1992 ISDA Provision
1992 ISDA Master Agreement
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They got their over-engineering right in the first go round, and the “Specified Entity” concept is largely the same in the 2002 ISDA as it was in the 1992 ISDA. The Absence of Litigation clause got a makever on 2002 to include Specified Entities, too — in 1992 it only mentioned Affiliates. Good, huh?
Painstakingly set out, separately for Events of Default (namely DUST (Section 5(a)(v)), Cross Default (Section 5(a)(vi)) and Bankruptcy (Section 5(a)(vii)) and the one Termination Event (Credit Event Upon Merger (Section 5(b)(v) — as if you would want different Affiliates to trigger this event depending on precisely how they cork-screwed into the side of a hill), and jointly for the “Absence of Litigation” representation in Section 3(c) of the 2002 ISDA.
A Specified Entity is any affiliate (or, in theory at any rate, even a non-affiliate, if your risk officer is a total cretin) of a counterparty to an ISDA Master Agreement which is designated in the relevant Schedule.
Nominating Specified Entities for yourself under DUST has its upsides
For the most part, allowing any of your friends or relations to be named as your Specified Entity widens the range of vicissitudes of which you may fall foul, and therefore inures solely for the benefit of your counterparty. In otherwords, if you can get away with it, don’t agree to name any of your affiliates as Specified Entities.
of those provisions also to include defaults by the other side (and its Specified Entities) under their contracts with your Specified Entities — so there is some benefit to naming your affiliates, friends and relations as Specified Entities. But given how unlikely you are to be actually monitoring how a counterparty performs with an affiliate, it’s more of a false comfort than a real one.
- The JC’s famous Nutshell™ summary of this clause
- Specified Transaction
- Default under Specified Transaction
- Cross Default
- Absence of Litigation