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Master Netting Agreement
"I need a Dutch law Master Netting Agreement between our investment fund and a major Dutch bank, covering derivatives and securities lending transactions, with specific provisions for automated trading platforms and daily margin calculations."
1. Parties: Identification of the contracting parties including full legal names, registration details, and addresses
2. Background: Context of the agreement and description of the parties' relationship and intention to enter into various financial transactions
3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and rules of interpretation
4. Scope of Agreement: Types of transactions covered and specification of existing agreements being incorporated
5. Netting Provisions: Core provisions detailing payment netting, close-out netting mechanisms, and calculation methodologies
6. Representations and Warranties: Standard and specific representations regarding capacity, authority, and compliance with laws
7. Events of Default: Comprehensive list of events triggering default and their consequences
8. Early Termination: Procedures and consequences of early termination, including calculation of termination amounts
9. Set-off Rights: Rights of set-off and detailed procedures for their exercise
10. Payments and Calculations: Payment mechanics, calculation procedures, and payment netting arrangements
11. Tax Provisions: Treatment of taxes, including gross-up obligations and tax documentation requirements
12. General Provisions: Standard clauses including notices, amendments, assignments, and severability
13. Governing Law and Jurisdiction: Choice of Dutch law and jurisdiction provisions
1. Credit Support Arrangements: Include when parties agree to provide collateral or other credit support
2. Multi-branch Provisions: Required when either party operates through multiple branches or offices
3. Agent Provisions: Include when one or more parties act through an agent
4. Special Entity Provisions: Required for regulated entities or special purpose vehicles
5. Electronic Trading Provisions: Include when parties engage in electronic trading or platform-based transactions
6. Dispute Resolution: Alternative dispute resolution procedures if parties prefer arbitration or mediation
7. Additional Termination Events: Include for specific circumstances warranting termination beyond standard events of default
1. Schedule 1 - Covered Transactions: List and descriptions of all transaction types covered by the agreement
2. Schedule 2 - Party Details: Detailed information about each party including contact details, account information, and specific elections
3. Schedule 3 - Confirmation Templates: Standard forms for transaction confirmations
4. Schedule 4 - Credit Support Terms: Detailed terms for any credit support arrangements
5. Schedule 5 - Early Termination Calculation Methods: Detailed methodologies for calculating early termination amounts
6. Appendix A - Form of Notice: Standard forms for various notices required under the agreement
7. Appendix B - Form of Power of Attorney: Standard form for powers of attorney if required
8. Appendix C - Existing Transactions: List of any existing transactions to be covered by the agreement
Authors
Financial Services
Banking
Insurance
Investment Management
Energy Trading
Commodities Trading
Securities Trading
Asset Management
Pension Fund Management
Corporate Treasury
Investment Banking
Private Equity
Legal
Treasury
Risk Management
Trading
Compliance
Finance
Operations
Credit Risk
Documentation
Regulatory Affairs
Transaction Management
Portfolio Management
Deal Advisory
Financial Control
Legal Counsel
Treasury Manager
Risk Manager
Trading Manager
Compliance Officer
Financial Controller
Chief Financial Officer
Head of Trading
General Counsel
Credit Risk Officer
Operations Manager
Portfolio Manager
Regulatory Compliance Manager
Documentation Specialist
Transaction Manager
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