Common Provisions Negotiated in the Isda Master Agreement


The ISDA Master Agreement is a legal document that governs the vast majority of over-the-counter (OTC) derivatives transactions. Its provisions set out the rights and obligations of the parties involved in the transaction, including the buyer and seller, and aim to facilitate smooth and efficient trading. As such, it is essential to put in place an ISDA Master Agreement that is comprehensive and tailored to the specific needs of the parties involved.

While there are many provisions in the ISDA Master Agreement, the following are the most common ones that are often negotiated between the parties:

1. Governing Law and Jurisdiction: This provision sets out which law will govern the agreement and which courts will have jurisdiction in case of any disputes. It is essential to choose a jurisdiction that is familiar with derivatives transactions and has a well-established legal framework.

2. Termination Events and Early Termination: This provision sets out the circumstances under which the agreement can be terminated early, such as if a party fails to perform its obligations under the agreement. Termination events can be either automatic or optional, depending on the agreement.

3. Credit Support Obligations: This provision sets out the requirements for collateral or margin to be posted by one or both parties to secure the performance of their obligations under the agreement. The type, amount, and form of collateral can vary depending on the parties and the transaction.

4. Representations and Warranties: This provision sets out the various representations and warranties that each party makes concerning its authority, capacity, and ability to perform its obligations under the agreement.

5. Cross Default and Cross-Netting: This provision sets out the rules for the netting of obligations and the treatment of defaults under other transactions between the parties. It can help to reduce the risks of credit exposure and simplify the settlement process.

6. Events of Default: This provision sets out the circumstances under which a party can be declared in default, such as if it fails to pay when due or breaches other obligations under the agreement. It also defines the consequences of default, such as the right to terminate the agreement or liquidate the outstanding transactions.

7. End-User Exception: This provision exempts certain end-users from clearing obligations under the Dodd-Frank Act and other regulations. Parties must meet specific criteria to qualify for the exemption.

In conclusion, the ISDA Master Agreement is an essential legal document that sets out the rights and obligations of parties involved in OTC derivatives transactions. The agreement`s provisions are negotiable and should be tailored to each parties` specific needs and circumstances. Careful consideration of these common provisions can help to ensure the agreement is comprehensive and protects the interests of all parties involved.