Pursuant to the “Business Conduct Standards for Swap Dealers and Major Swap Participants Dealing with Counterparties” issued by the Commodity Futures Trading Commission (the “CFTC”) and the “Business Conduct Requirements” issued by the Securities and Exchange Commission (the “SEC”), and certain other rules promulgated by the CFTC and SEC pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (“Dodd-Frank”), Jefferies Financial Services, Inc. (“Jefferies”), as a swap dealer provisionally registered with the CFTC, and as a Security-based Swap Dealer (“SBS Dealer”) registered with the SEC, has certain notification and disclosure obligations to end-user counterparties and prospective counterparties in relation to entering into a CFTC-regulated swap (a “swap”) or an SEC-regulated security-based swap (“SBS”).
In addition, although not registered as a SBS Dealer, Jefferies International Limited and Jefferies GmbH (collectively, “Relying Entities”), each rely on an exception from SBS Dealer registration provided in 17 C.F.R. § 240.3a71-3(d). This exception requires, among other things, Jefferies (“Registered Entity”) to disclose certain material information related to SBS transactions entered into by the Relying Entities with non-U.S. end-user counterparties that have been arranged, negotiated and/or executed by personnel located in the U.S. and are associated persons of Jefferies, the Registered Entity (“ANE SBS Transactions”) prior to entering into an SBS. Please also refer to “Disclosures and Notifications for Certain Security-Based Swaps Between Jefferies International Limited and Non-US Counterparties” and “Disclosures and Notifications for Certain Security-Based Swaps Between Jefferies GmbH and Non-US Counterparties”.
An “end-user” is any swap counterparty other than a swap dealer or major swap participant, or any SBS counterparty other than a SBS dealer or major security-based swap participant. In particular, pursuant to CFTC Rule 23.431 and SEC Rule 240.15Fh-3 swap dealers and SBS Dealers are required to provide disclosures of certain material information prior to entering into a swap or SBS with you in order to enable you to assess material risks of the swap or SBS, including:
The material risks of a swap or SBS, which may include market, credit, liquidity, foreign currency, legal, operational, and any other applicable risks;
The material characteristics of a swap or SBS, which shall include the material economic terms of the swap or SBS, the terms relating to the operation of the swap or SBS, and the rights and obligations of the parties during the term of the swap or SBS; and
The material incentives and conflicts of interest the swap dealer or SBS Dealer or Relying Entities may have in connection with a swap or SBS.
On and through this website, you will find notices and disclosures for swap and SBS products that you may trade with us as well as forms of counterparty relationship documentation that may govern your relationship with Jefferies, including ISDA Master Agreement, Credit Support Documentation, and other supplemental materials. These notices and disclosures should be reviewed prior to entering into in a swap or SBS with us.
You must not enter into a swap or SBS with us unless:
You understand the economic and contractual terms of the swap or SBS;
You understand the risks to which you will be exposed as a result of the swap or SBS (including, without limitation, market risk and the credit risk of Jefferies) and are capable of bearing those risks and the economic losses they may cause;
You are aware that our interests as your counterparty in any swap or SBS will be in conflict with your interests and that we consequently will not be (a) acting as your fiduciary or advisor, or (b) assessing whether the swap or SBS is appropriate, proper or suitable for you; and
You (either on your own or on the basis of advice from advisors other than Jefferies or the Relying Entities) have made your own independent decision to enter into the swap or SBS and that the swap or SBS is appropriate, proper and suitable for you based on your risk appetite and your financial sophistication, objectives and condition.
Please use the menu on the left to navigate to the disclosures, notifications and counterparty relationship documentation.
In order to access certain information, you will need a password that has previously been emailed to you. In the event you require or forgot the password, or if you have any questions, please feel free to contact either your Jefferies representative or email us at [email protected].
ISDA holds copyright on certain ISDA documents (“ISDA Content”) and such works may not be reproduced or distributed without ISDA’s written permission, except the ISDA Master Agreements, ISDA Credit Support Documents and standardized general and product specific risk disclosures published by ISDA, which may be reproduced and distributed solely for use in documenting specific commercial transactions. In no event may any copyright or trademark notice be removed. ISDA makes no warranty, express or implied, concerning the suitability of ISDA documentation for use in any particular transaction. You should only enter into transactions after receiving appropriate legal advice with respect to the provisions of ISDA documentation as ISDA bears no responsibility or liability whatsoever, whether in tort or contract, in respect of any such use. ISDA, its officers, directors, employees, subcontractors, agents, successors or assigns (collectively “Covered Parties”) shall not be liable to you for any loss, injury, claim, liability or damage of any kind whatsoever resulting from, arising out of or in any way related to: (a) any errors in or omissions from the ISDA Content; (b) your use of the ISDA Content; (c) your use of any equipment or software in connection with the ISDA Content; or (d) any delay or failure in performance. The aggregate liability of the Covered Parties to you in connection with any other claim arising out of or relating to the ISDA Content shall not exceed $500.00, which right shall be in lieu of all other remedies that you may have against ISDA. In no event shall the Covered Parties be liable for any special, indirect, incidental or consequential damages of any kind whatsoever (including, without limitation, attorneys’ fees), lost profits or lost savings in any way due to, resulting from or arising in connection with the ISDA Content contained therein, regardless of any negligence of the Covered Parties.
Links to websites provided herein are for your reference and convenience. By clicking on the links to those certain websites you leave the Jefferies website and acknowledge that Jefferies has no control over the content of those websites or the continued availability of materials you may find there.
All material other than ISDA Content, the EMTA Template Terms and Confirmation templates and materials accessed via links to websites of third parties is the property of Jefferies or its licensors.