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{{g}}{{a|brokerage|}}If you are a [[broker-dealer]], your basic terms for handling orders and stuff. The theory is that [[TOB]]s are mostly harmless — only 97 pages long, of course — and [[broker]]s bang them out at the inception of the relationship expecting that, if the client even notices them at all, they get stuck in a draw and no-one ever thinks about them again. The last thing anyone wants is for the client to send the TOBs to their [[legal eagles]]. | {{g}}{{a|brokerage|}}If you are a [[broker-dealer]], your basic terms for handling orders and stuff. The theory is that [[TOB]]s are mostly harmless — only 97 pages long, of course — and [[broker]]s bang them out at the inception of the relationship expecting that, if the client even notices them at all, they get stuck in a draw and no-one ever thinks about them again. The last thing anyone wants is for the client to send the TOBs to their [[legal eagles]]. | ||
This can happen. Indeed, a client’s reaction to its broker’s [[terms of business]] is a pretty good gauge of how badly in need of streamlining its own [[legal]] department is. If you have people prepared to argue the toss about TOBs, you have a working illustration of [[ | This can happen. Indeed, a client’s reaction to its broker’s [[terms of business]] is a pretty good gauge of how badly in need of streamlining its own [[legal]] department is. If you have people prepared to argue the toss about TOBs, you have a working illustration of [[Parkinson’s Law]] before your very eyes. In these austere times, it is quite a comfort to see that cost-cutting hasn’t hit all of the [[mediocre lawyer]]’s favourite habitats. | ||
In any case, hold these truths as self-evident: | |||
*No-one has ever sued, or been sued, on their [[TOBs]]. I mean, why would you? | |||
*No-one, other than [[legal]], has ever even ''read'' the goddamn things. | |||
===US=== | |||
In the {{tag|US}}, [[broker]]s tend not to have [[TOB]]s because the market relies on the basic terms of the [[Uniform Commercial Code]]. | In the {{tag|US}}, [[broker]]s tend not to have [[TOB]]s because the market relies on the basic terms of the [[Uniform Commercial Code]]. | ||
===EMEA=== | |||
In EMEA, [[broker]]s do tend to have written [[terms of business]], if for no other reason because [[MiFID]] 2 imposes quite a lot of basic requirements that they need to memorialise. | In EMEA, [[broker]]s do tend to have written [[terms of business]], if for no other reason because [[MiFID]] 2 imposes quite a lot of basic requirements that they need to memorialise. | ||
===The Simmons TOBS offensive=== | |||
Each time [[ESMA]] updates [[MiFID]] dear old [[Simmons & Simmons]] kicks off a really hilarious<ref>Like ''really'' hilarious. I can’t tell you how fun it is.</ref> game where they gee their institutional [[asset manager]] clients up into a frenzy about how outrageous their [[broker]]s’ [[terms of business]] are, and present them with a nineteen-page generic letter of rebuttal. This precipitates a 9 month attritional paper war which is redolent of — and about as much of a waste of time, effort and young lives as — the [[Belgian dentist|Belgian]] trenches in World War I. | Each time [[ESMA]] updates [[MiFID]] dear old [[Simmons & Simmons]] kicks off a really hilarious<ref>Like ''really'' hilarious. I can’t tell you how fun it is.</ref> game where they gee their institutional [[asset manager]] clients up into a frenzy about how outrageous their [[broker]]s’ [[terms of business]] are, and present them with a nineteen-page generic letter of rebuttal. This precipitates a 9 month attritional paper war which is redolent of — and about as much of a waste of time, effort and young lives as — the [[Belgian dentist|Belgian]] trenches in World War I. | ||
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And all of this goes before we even get into arguments about whether we need a [[sovereign immunity]] waiver clause or to appoint a [[process agent]]. | And all of this goes before we even get into arguments about whether we need a [[sovereign immunity]] waiver clause or to appoint a [[process agent]]. | ||
{{ref}} | {{ref}} | ||