Talk:Deutscher rahmenvertrag: Difference between revisions

Master Agreement for Financial Derivatives Transactions<br>

1 Purpose and Scope of {{drvprov|Agreement}}<br>

::1(1)(b) the delivery or transfer of securities, other financial instruments or precious metals, or the performance of similar obligations.<br>:

:1(2) The terms and conditions set out below shall apply to each transaction that is entered into pursuant to this Master {{drvprov|Agreement}} (hereinafter  called  a  "{{drvprov|Transaction}}").  All  {{drvprov|Transaction}}s  among themselves and together with this Master {{drvprov|Agreement}} shall constitute a single agreement (hereinafter called the "{{drvprov|Agreement}}"); they shall be entered into in accordance with and in reliance on this principle, to achieve an aggregated risk assessment.<br>

2 {{drvprov|Transaction}}s<br>

3 Payments and Performance of other Obligations<br>

4 {{drvprov|Banking Day}}<br>

:4(1) "{{drvprov|Banking Day}}" for the purpose of this {{drvprov|Agreement}} shall mean each day (other than a Saturday or a Sunday) on which banks are open for business, including trading in foreign currencies and acceptance of foreign currency deposits, at the financial centre(s) specified in respect of the relevant {{drvprov|Transaction}}.<br>

:5 Reference Basis<br>

:5(1) Where a floating interest rate, exchange rate, price or other calculation basis ("{{drvprov|Floating Basis}}") has been agreed in respect of a {{drvprov|Transaction}}, the Bank shall notify the Counterparty of the underlying reference basis on the day such {{drvprov|Floating Basis}} is to be determined ("{{drvprov|Calculation Date}}") or promptly thereafter.<br>

:5(3) An interest rate used as a reference basis ("{{drvprov|Base Rate}}") shall, if necessary, be rounded up to the nearest multiple of one hundred-thousandth of a percentage point.<br>

6 Calculation Method for Interest-Rate Related {{drvprov|Transaction}}s<br>

:6(1) Each floating amount to be paid in respect of a {{drvprov|Transaction}} shall be the product of (a) the notional amount agreed for such {{drvprov|Transaction}}, (b) the floating interest rate ("{{drvprov|Base Rate}}") calculated in accordance with Clause 5 and the terms of such {{drvprov|Transaction}}, expressed as a decimal figure, and (c) the {{drvprov|Day Count Fraction}} within the meaning of sub-Clause (5) below.<br>

::6(2)(b) the fixed interest rate ("{{drvprov|Fixed Rate}}") agreed for such {{drvprov|Transaction}}, expressed as a decimal figure, and <br>

:6(4) "{{drvprov|Day Count Fraction}}" means, as specified in the terms of the relevant {{drvprov|Transaction}}, any of the following:<br>

::6(4)(a) the number of days actually elapsed within the {{drvprov|Calculation Period}} for which the amount is to be calculated, divided by 360, ("{{drvprov|365/360}}") or<br>

::6(4)(b) the number of days elapsed within such {{drvprov|Calculation Period}}, calculated on the basis of a 360-day year with 12 months of 30 days each, divided by 360, ("{{drvprov|360/360}}") or<br>

::6(4)(c) the number of days actually elapsed within such {{drvprov|Calculation Period}}, divided by 365 or, in the case of a leap year, 366, ("365/365") or<br>

::6(4)(d) the number of days actually elapsed within such {{drvprov|Calculation Period}}, divided by 365 ("{{drvprov|366/365}}").<br>

:6(5) "{{drvprov|Calculation  Period}}" means  the  period  beginning  with,  and including, the effective date of the {{drvprov|Transaction}}, or a {{drvprov|Payment Date}}, and ending with, but excluding, the next following {{drvprov|Payment Date}} or the termination date, or, where the parties have specified "{{drvprov|Due Date}}/{{drvprov|Due Date}}" in the terms of the {{drvprov|Transaction}} with respect to floating  amounts,  the  period  beginning  with,  and  including,  the effective date of the {{drvprov|Transaction}}, or a {{drvprov|Due Date}}, and ending with, but excluding, the next following {{drvprov|Due Date}} or the termination date. For the purposes of this {{drvprov|Agreement}}, "{{drvprov|Payment Date}}" means the day on which the payment is actually to be made, where applicable after adjustment in accordance with Clause 3 sub-Clause (5), and "{{drvprov|Due Date}}" means the contractually agreed day for payment, without any such adjustment.<br>

7 {{drvprov|Termination}}<br>

:7(3) In the event of termination upon notice by either party or upon insolvency (hereinafter called "{{drvprov|Termination}}"), neither party shall be obliged to make any further payment or perform any other obligation under Clause 3 sub-Clause (1) which would have become due on the same day or later; the relevant obligations shall be replaced by compensation claims in accordance with Clauses 8 and 9.<br>

8 Claims for Damages and Compensation for Benefits Received<br>

:8(1) In the event of {{drvprov|Termination}}, the party giving notice or the solvent party, as the case may be, (hereinafter called "{{drvprov|Party Entitled to Damages}}") shall be entitled to claim damages. Damages shall be determined on the basis of replacement transactions, to be effected without undue delay, which provide the {{drvprov|Party Entitled to Damages}} with all payments and the performance of all other obligations to which it would have been entitled had the {{drvprov|Agreement}} been properly performed. Such party shall be entitled to enter into contracts which, in its opinion, are suitable for this purpose. If it refrains from entering into such substitute transactions, it may base the calculation of damages on that amount which it would have needed to pay for such replacement transactions on the basis of interest rates, forward rates, exchange rates, market prices, indices and any other calculation basis, as well as costs and expenses, at the time of giving notice or upon becoming aware of the insolvency, as the case may be. Damages shall be calculated by taking into account all {{drvprov|Transaction}}s; any financial benefit arising from the {{drvprov|Termination}} of {{drvprov|Transaction}}s (including those in respect of which the {{drvprov|Party Entitled to Damages}} has already received all payments and performance of all other obligations by the other party) shall be taken into account as a reduction of damages otherwise determined.<br>

9 Final Payment<br>

:9(2) A compensation claim against the {{drvprov|Party Entitled to Damages}} shall become due and payable only to the extent that such party does not, for any legal reason whatsoever, have any claims against the other party ("{{drvprov|Counterclaims}}"). If {{drvprov|Counterclaims}} exist, their value shall be deducted from the total amount of the compensation claim in order to determine the portion of the compensation claim that is due and payable. For the purpose of calculating the value of the {{drvprov|Counterclaims}}, the {{drvprov|Party Entitled to Damages}} shall (i) to the extent that they are not payable in Euro, convert such {{drvprov|Counterclaims}} into Euro at a selling rate to be determined, if possible, on the basis of the official foreign-exchange rate applicable on the day of computation, (ii) to the extent that they are not claims for the payment of money, convert them into a claim for damages expressed in Euro and (iii) to the extent that they are not yet due and payable, take them into account at their present value (also having regard to interest claims). The {{drvprov|Party Entitled to Damages}} may set off the compensation claim of the other Party against the counterclaims calculated in accordance w ith sentence 3. To the extent that it fails to do so, the compensation claim shall become due and payable as soon as and to the extent that it exceeds the aggregate amount of {{drvprov|Counterclaims}}.<br>

10 Transfer<br>

11 Miscellaneous<br>

12 Special Provisions<br>

:12(2) [ ] In Clause 3 sub-Clause (3) the words "under the same {{drvprov|Transaction}}" are substituted for the words "under the {{drvprov|Agreement}}".<br>

:12(3) [ ] The interest surcharge provided for in Clause 3 sub-Clause (4) shall be<br>

<br>

either<br>

such party (hereinafter called the "{{drvprov|Affected Party}}"), and in the case of (b) also the other party (hereinafter called the "{{drvprov|Non-affected Party}}"), may, by giving at least two weeks' notice, terminate the {{drvprov|Transaction}} affected by such change with effect as from a date to be designated by it, provided that such date may not be earlier than one month before the date on which such change becomes effective. In the event of such termination, Clause 7 sub-Clause (3) shall apply only with respect to the {{drvprov|Transaction}}(s) concerned. However, the {{drvprov|Non-affected Party}} or, in the event of the termination notice being given by the {{drvprov|Non-affected Party}}, the {{drvprov|Affected Party}} may, within one week  after  receipt  of  the  notice  of  termination,  decide,  by  a declaration to that effect addressed to the party having given the notice of termination, that the {{drvprov|Agreement}} as a whole is terminated. For  the  form  of  the  notice  of  termination  and  the  declaration pursuant to sentence 3, Clause 7 sub-Clause (1), sentence 3 shall apply.<br>