ISDA Master Agreement and Credit Support Annex: Negotiation Strategies

Wednesday, May 22, 2019
ISDA Conference Center
New York

Member $850 U.S.

Non-Member $975 U.S.

Jump to Section:

Wednesday, May 22, 2019

Print Agenda ISDA Master Agreement and Credit Support Annex: Negotiation Strategies for

8:30 AM Registration and Continental Breakfast

9:00 AM Introduction and Welcoming Remarks Frederick O. Quenzer

Frederick O. Quenzer, Assistant General Counsel, ISDA

9:05 AM Negotiating the Schedule to the 2002 ISDA Master Agreement Fabien Carruzzo, Ian Cuillerier, Matthew Klein, Steve Milankov

This session will focus on key issues that firms typically negotiate in their Schedule to the 2002 Agreement. Frequently negotiated Schedule provisions will be discussed:

  • Elections (e.g., Governing Law, Termination Currency)
  • Automatic Early Termination – pros and cons
  • Specified Entities for 5(a)(v), 5(a)(vi), 5(a)(vii) and 5(b)(iv)
  • Credit Support Documents and Credit Support Providers
  • Expansions and contractions of defined terms (e.g., Specified Transactions, Specified Indebtedness)
  • Cross Default vs cross-acceleration and Threshold Amounts
  • Netting of Payments
  • Agreement to Deliver Documents
    • What types of documents do parties request?
    • The timing of delivery
  • Payer and Payee Tax Representations
  • Credit Event Upon Merger
  • Process Agent – When should one be appointed?
Fabien Carruzzo, Partner, Kramer Levin Naftalis & Frankel LLP
Ian Cuillerier, Partner, White & Case LLP
Matthew Klein, Senior Counsel, The Vanguard Group, Inc.
Steve Milankov, Assistant General Counsel and Senior Trading Counsel, Pershing Square Capital Management, L.P.

10:30 AM Morning Break

10:45 AM Negotiating the Schedule to the 2002 ISDA Master Agreement (continued) Fabien Carruzzo, Ian Cuillerier, Matthew Klein, Steve Milankov

  • Additional Termination Events – what are these events and why do parties include these? (e.g., Ratings Downgrades, Net Asset Value Triggers, Keyman Clauses, Credit Agreement events)
  • Multibranch Party; Offices
  • Transfer – Considerations for modifying Section 7
  • Calculation Agent - Possible inclusion of dispute rights and references to ISDA Determinations Committees
  • Scope of Agreement
  • FATCA and 871(m) provisions
  • Local law considerations
  • Limitations on rights to designate an Early Termination Date or suspend payments
  • Additional Representations
  • Other Provisions (e.g., Waiver of Jury Trial, Recording of Conversations, ERISA provisions)
  • Amending Master Agreements by an ISDA Protocol
Fabien Carruzzo, Partner, Kramer Levin Naftalis & Frankel LLP
Ian Cuillerier, Partner, White & Case LLP
Matthew Klein, Senior Counsel, The Vanguard Group, Inc.
Steve Milankov, Assistant General Counsel and Senior Trading Counsel, Pershing Square Capital Management, L.P.

12:30 PM Luncheon

1:30 PM Negotiating Paragraph 13 to the ISDA 2016 Credit Support Annex for Variation Margin (VM) (Security Interest – New York Law) Ilene K. Froom, Miki Navazio, Tess Weil

This session will examine terms specified and added to Paragraph 13, including:

  • A basic overview of how uncleared margin rules will impact CSAs
  • Covered Transactions
  • Eligible Collateral and Valuation Percentages
  • Minimum Transfer Amounts
  • Ratings Ladders
  • Valuation Time and Valuation Date
  • Valuation Agent
  • Specified Conditions
  • Notification Time
  • Transfer Timing – What changes can market participants make?
  • Resolution Time
Ilene K. Froom, Partner, Reed Smith LLP
Miki Navazio, Partner, Seward & Kissel LLP
Tess Weil, Partner, Purrington Moody Weil LLP

3:00 PM Afternoon Break

3:15 PM Negotiating Paragraph 13 to the ISDA 2016 Credit Support Annex for Variation Margin (VM) (Security Interest – New York Law) (continued) Ilene K. Froom, Miki Navazio

  • Value of Collateral
  • Using Posted Collateral
  • Custodians
  • The Interest Rate and timing of Interest Payments
  • Interest Adjustment
  • Negative Interest
  • Distributions
  • Credit Support Offsets
  • Rights and Remedies of the Secured Party
  • Rights and Remedies of the Pledgor
  • Other Provisions
  • Variation Margin Segregation
  • Terms for non-netting counterparties
  • Independent Amount, using the Independent Amount (IA) Provisions
  • Independent Amount Segregation
  • The ISDA 2013 Account Control Agreement
Ilene K. Froom, Partner, Reed Smith LLP
Miki Navazio, Partner, Seward & Kissel LLP

4:30 PM Conference Concludes

Agenda is subject to change.

Back to Top

ISDA Conference Center, 10 East 53rd Street (entrance on 52nd and 53rd Street), 8th Floor, New York, NY 10022, Phone: +1 (212) 901-6000. Please find a map to the venue here.

ISDA has a special rate available at the Omni Berkshire Place, 21 East 52nd Street, New York, NY 10022, +1 212-753-5800, located on the same block as the ISDA Conference Center.
For reservations online click here OR call the Reservation Center at +1 888-843-6664 and mention the International Swaps and Derivatives Association, Inc. (ISDA) special rate. ISDA’s special rate is based on availability at the time of booking.

 

Back to Top

Fabien Carruzzo

Partner

Kramer Levin Naftalis & Frankel LLP

Ian Cuillerier

Partner

White & Case LLP

Ilene K. Froom

Partner

Reed Smith LLP

Matthew Klein

Senior Counsel

The Vanguard Group, Inc.

Steve Milankov

Assistant General Counsel and Senior Trading Counsel

Pershing Square Capital Management, L.P.

Miki Navazio

Partner

Seward & Kissel LLP

Frederick O. Quenzer

Assistant General Counsel

ISDA

ISDAConferences

Tess Weil

Partner

Purrington Moody Weil LLP

Back to Top

Registration fee is for one person to attend the entire event. Pass may not be split between multiple attendees.

Groups of three or more attendees from the same firm can receive a 20% discount on event registrations. Groups must be registered together, in advance of the event. To register your group, please email conferences@isda.org.

Government Agencies and Financial Hardship Policy

Member $850 U.S.

Non-Member $975 U.S.

Back to Top

Intermediate

Some knowledge of derivatives documentation is assumed. No advance preparation is required.

Back to Top

ISDA is an accredited provider of continuing education credits by the following organizations:

  • CLE

    ISDA has been certified by the New York State Continuing Legal Education Board as an Accredited Provider of continuing legal education in the state of New York.

  • CPE Sponsory

    ISDA is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be addressed to the National Registry of CPE Sponsors: 150 Fourth Avenue North, Suite 700, Nashville, TN 37219-2417. www.nasba.org

Back to Top

Follow us on Twitter @isdaconferences for the latest on upcoming events. For general questions, including exhibition/sponsorship opportunities, conference topics or location suggestions contact us: conferences@isda.org | +1 212-901-6000