DTCC Data Repository (U.S.) LLC

Rulebook

Revised as of:

09/XX/2014

This DTCC Data Repository (U.S.) LLC Rulebook, as amended, supplemented or modified 

from time to time, and together with any appendix, annex or supplement hereto is copyright 

© 2014 by DTCC Data Repository (U.S.) LLC.
 

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TABLE OF CONTENTS

1. USERS’ RIGHTS AND OBLIGATIONS .............................................................................. 5

1.1 User Access to DDR Services....................................................................................... 5

1.2 User Rules & Applicable Law ...................................................................................... 5

1.3 Access & Recordkeeping.............................................................................................. 5

1.3.1 Recordkeeping............................................................................................................. 6

1.4 User Fees....................................................................................................................... 6

1.5 Limitation of Liability................................................................................................... 6

2. MANAGEMENT & CORPORATE STRUCTURE............................................................... 7

2.1 Ownership & Structure ................................................................................................. 7

2.2 Management.................................................................................................................. 7

2.3 Chief Compliance Officer (“CCO”) ............................................................................. 7

2.4 Duty to Monitor, Screen and Analyze Swap Data........................................................ 8

3. USER SUBMISSION OF DATA ........................................................................................... 9

3.1 Asset Classes................................................................................................................. 9

3.2 Connectivity.................................................................................................................. 9

3.3 Transactional Data and Submission Processing ........................................................... 9

3.3.1 General; Message Types ............................................................................................. 9

3.3.2 Reporting Parties and Trusted Sources ....................................................................... 9

3.3.3 Mandatory Submissions............................................................................................ 11

4. UNIQUE IDENTIFIERS ...................................................................................................... 16

4.1 Overview..................................................................................................................... 16

4.2 Unique Swap Identifiers/Unique Trade Identifies...................................................... 16

4.3 Legal Entity Identifier (“LEI”) or Global Market Entity Identifier (“GMEI”) .......... 17

4.4 Unique Product Identifiers (“UPIs”)........................................................................... 17

4.4.1 Description ................................................................................................................ 17

4.5 Event Identifier ........................................................................................................... 17

5. REAL-TIME PUBLIC REPORTING OF SWAP DATA/DATA AVAILABLE TO PUBLIC

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5.1 DDR Real-Time Dissemination - Description............................................................ 17
 

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5.2 DDR Notification........................................................................................................ 18

5.3 Ancillary Block Trade Calculation Service ................................................................ 18

6. USE OF DATA ..................................................................................................................... 19

6.1 Public Data.................................................................................................................. 19

6.2 Access by Designated Regulators............................................................................... 19

6.3 DDR Use of Swap Data Information .......................................................................... 19

6.4 Access to DDR Data by Third Party Service Providers to Data Retained by DDR ... 19

6.5 Access to U.S. Data by Appropriate Domestic or Foreign Regulators....................... 20

6.5.1 Notification................................................................................................................ 20

6.6 Privacy Policy and Procedures.................................................................................... 20

7. SYSTEM AVAILABILITY.................................................................................................. 20

7.1 DDR System Accessibility ......................................................................................... 20

7.2 Emergency Responses ................................................................................................ 20

8. BUSINESS CONTINUITY .................................................................................................. 21

8.1 Business Continuity and Disaster Recovery............................................................... 21

9. DATA INFORMATION SECURITY .................................................................................. 22

9.1 Overview..................................................................................................................... 22

9.2 System Safeguards...................................................................................................... 22

10. RESOLUTION OF DISPUTES, TERMINATION & DISCIPLINARY PROCEDURES .. 23

10.1 Resolution of User Disputes ....................................................................................... 23

10.1.1Erroneous Records...................................................................................................... 23

10.1.2Disputes Between Users ............................................................................................. 23

10.2 Denial of User Application ......................................................................................... 24

10.2.1 Application to DDR Declined............................................................................. 24

10.2.1.2 Notices............................................................................................................. 25

10.3 Involuntary Termination Procedures .......................................................................... 26

10.3.1 User Termination Events by DDR ...................................................................... 26

10.3.2 Notice and Effect of Termination........................................................................ 26

10.3.3 Right of Appeal to Involuntary Termination....................................................... 26

10.4 Sanctions from Disciplinary Proceedings................................................................... 27
 

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10.4.1 Imposition of Sanctions....................................................................................... 27

10.4.2 Procedures for Disciplinary Proceedings............................................................ 28

10.5 Audits, Provision of Information and Cooperation..................................................... 29

11. DIRECTOR CONFLICTS OF INTEREST .......................................................................... 29

11.1 Director Conflicts of Interest ...................................................................................... 29

11.2 Disclosure of an Actual, Potential or Apparent Conflict of Interest........................... 30

11.3 Evaluation of an Actual, Potential or Apparent Conflict of Interest........................... 30

11.4 Resolution of an Actual, Potential or Apparent Conflict of Interest........................... 31

12. TERMS & TERMINOLOGY ............................................................................................... 31

Appendix A: Form of User Agreement ........................................................................................ 34

Appendix B: Operating Procedures.............................................................................................. 38

SWAP DATA REPOSITORY............................................................................................ 51

I. INTRODUCTION................................................................................................... 51

II. ELIGIBLE DERIVATIVE TRANSACTIONS .................................................... 51

III. SUBMISSION OF TRANSACTION DATA ........................................................ 52

IV. REPORTS AND REGULATORY ACCESS........................................................ 53

V. PUBLIC DISSEMINATION OF TRANSACTION DATA................................. 53

VI. CORRECTION OF RECORDS; RESOLUTION OF DISPUTES .................... 54

VII. CERTAIN LEGAL MATTERS............................................................................. 54

CANADIAN SWAP DATA REPORTING SERVICE .................................................... 55

I. INTRODUCTION................................................................................................... 55

II. DERIVATIVE TRANSACTIONS......................................................................... 55

III. SUBMISSION OF TRANSACTION DATA ........................................................ 56

IV. REPORTS AND REGULATORY ACCESS........................................................ 57

V. PUBLIC DISSEMINATION OF TRANSACTION DATA................................. 57

VI. CORRECTION OF RECORDS; RESOLUTION OF DISPUTES .................... 57

VII. CERTAIN LEGAL MATTERS............................................................................. 58

Appendix C: Information Privacy Policy of DTCC Data Repository (U.S.) LLC SDR .............. 59

Scope and Applicability of Privacy Policy ................................................................................... 60

Limited Use of DDR Confidential Information............................................................................ 61
 

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Non-Disclosure of DDR Confidential Information ...................................................................... 61

Information Safeguarding ............................................................................................................. 62

Changes to this Privacy Policy ..................................................................................................... 62

Contact Information...................................................................................................................... 62
 

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1. USERS’ RIGHTS AND OBLIGATIONS

1.1 User Access to DDR Services

The services offered by DTCC Data Repository (U.S.) LLC (“DDR” or the “Company”) that 

require registration as a trade repository and/or security-based trade repository under Applicable 

Law (the “SDR Services”) are available to all market participants on a fair, open and equal basis. 

DDR does not impose membership qualifications on Users of its SDR Services beyond the User 

Agreement and ability to comply with the technical specifications of the SDR Services as 

published by DDR from time to time, except as otherwise required by Applicable Law. 

Specifically, the SDR Services contemplate that Market Participants required to report swap data 

to a registered or designated trade repository in jurisdictions in which DDR operates will be able 

to use the SDR Services to satisfy their reporting obligations. DDR does not expect to reject 

applications to become a User by Market Participants who seek to utilize its SDR Services to 

satisfy the Users reporting obligations or those of its customers in accordance with Applicable 

Law, but if an application to become a User is denied, or if a User’s access is terminated, the 

procedures by which a User may appeal such decisions are contained in Rules 10.2 and 10.3 

respectively below. 

The provisions of the DDR Rules do not govern, and will not preclude DDR from offering, 

services other than SDR Services (“Other Services”), which may include services ancillary to 

SDR Services, to Users and other persons, to the extent permitted by Applicable Law. For the 

avoidance of doubt, Other Services may be offered on terms other than those set forth herein. 

DDR does not and will not bundle or tie the SDR Services with any Other Services.

Capitalized terms used but not otherwise defined herein have the meanings set forth in Rule 12.

1.2 User Rules & Applicable Law 

To participate in the SDR Services offered by DDR, each User must: 

(a) enter into a User Agreement in one of the forms provided in Appendix A

(including, for Canadian Users, the “DDR Canada – Local Counterparty” tab in 

Annex I to the User Agreement must also be completed); and 

(b) agree to be bound by the terms of the User Agreement and Operating Procedures 

(set forth in Appendix B), which incorporate terms of this Rulebook, which is an 

“Applicable Publication” as defined in the Operating Procedures (collectively the 

“DDR Rules”).

DDR and its Users are subject to all Applicable Law including Applicable Regulations. 

1.3 Access & Recordkeeping 

Users will be provided logins and the ability to view or receive reports and to view and provide 

trade details via (a) computer-to-computer links, (b) secure web interface, or (c) other means of 
 

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access designated by DDR from time to time, for the purpose of effecting electronic submission 

of records of eligible transactions.

The interfaces will allow Users to view full trade details and the paper confirmations (if any) 

associated with any individual swap, as represented by a Unique Swap Identifier (“USI”),

Unique Transaction Identifier (“UTI”) or other similar method of identification of each swap 

transaction submitted to DDR, which they have permission to view.

An entity will be permitted to view the records relating to an individual swap if it is:

(a) A counterparty or an authorized agent of a counterparty to the transaction;

(b) A regulator and the transaction is reportable to that regulator; and 

(c) A third party agent submitter of the transaction (agents will not be able to 

view the current positions, unless authorized by a counterparty to the 

transaction, but will be able to see the submission report to view the success / 

failure of messages submitted by them).

DDR will maintain an audit trail of information submitted by Users.

DDR shall retain exclusive control over the System through which the SDR Services are 

provided. 

1.3.1 Recordkeeping

Consistent with Applicable Law, DDR shall maintain all information as required by Applicable 

Law as well as maintain swap data throughout the existence of the swap and for 15 years 

following termination of the swap or as otherwise required by Applicable Regulations. The 

records will be readily accessible throughout the life of a swap and for 5 years following its 

termination. For the remainder of the retention period, the swap record will be retrievable within 

3 business days. 

1.4 User Fees

All fees imposed by DDR in connection with the reporting of swap data and any other 

supplemental or ancillary services provided shall be equitable and established in a uniform and 

non-discriminatory manner. DDR’s Fees Schedules will be available to all Market Participants 

on DDR’s website. All fees imposed by DDR, as approved by the DDR Board of Directors 

(“Board”), will be commensurate to DDR’s costs for providing the System, including the SDR 

Services. 

1.5 Limitation of Liability 

Limitations on liability as between the User and DDR are contained in Section 9 of the Operating 

Procedures, attached hereto as Appendix B. 
 

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2. MANAGEMENT & CORPORATE STRUCTURE

2.1 Ownership & Structure

DDR is organized as a limited liability company under the laws of the State of New York. DDR 

is a wholly owned subsidiary of DTCC Deriv/SERV LLC. DTCC Deriv/SERV LLC is a wholly 

owned subsidiary of The Depository Trust & Clearing Corporation (“DTCC”), which is the 

ultimate parent of DDR.

2.2 Management 

DDR is governed by a Board. The permitted number of Directors on the Board is between 7 and 

30, with the actual number set from time to time by Board resolution. Board members will 

include representatives of financial institutions who are also Users of the Company’s services,

buy-side representatives, DTCC management and independent individuals not affiliated with 

Users or the DTCC Board. The DTCC Governance Committee shall periodically review the 

composition of the Board to assure that the level of representation of Directors from Users, 

management and non-Users is appropriate for the interests of these constituencies in DDR. 

The Board reserves the right to establish committees as necessary and appropriate to manage its 

operations and provide strategic guidance. All relevant governance transparency documents and 

information required under Applicable Law will be readily accessible.

2.3 Chief Compliance Officer (“CCO”)

The CCO shall have the authority and resources to develop and enforce policies and procedures 

necessary to fulfill the duties set forth in: (1) the CEA and the CFTC’s regulations; and (2) the 

Applicable Regulations of any other jurisdiction in which DDR provides SDR Services. The 

Board is responsible for the appointment and removal of the CCO, which is at the discretion of 

the Board. The CFTC and any other Designated Regulator which has jurisdiction over DDR

shall be notified within two business days of the appointment or removal of the CCO. The CCO

reports to the DDR Chief Executive Officer (“CEO”), who is responsible for supervising and 

approving the compensation of the CCO. The Board shall meet with the CCO at least annually. 

The CCO shall have supervisory authority over all staff acting at the direction of the CCO. The 

duties of the CCO include, but are not limited to, the following: 

(a) oversee and review DDR’s compliance with section 21 of CEA, 7and such other 

Applicable Regulations in jurisdictions where the Trade Repository is registered, 

designated, recognized or otherwise licensed; 

(b) in consultation with the Board or the CEO, resolve any conflicts of interests that 

may arise, including conflicts between business considerations and compliance 

requirements, conflicts between business considerations and compliance 

requirements for fair and open access, and conflicts between the management and 

members of the Board; 

(c) establish and administer written policies and procedures reasonably designed to 

prevent violation of the CEA, the Exchange Act and Applicable Regulations; 
 

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(d) take reasonable steps to ensure compliance with CEA and Applicable Regulations 

relating to agreements, contracts or transactions and with Applicable Regulations 

under section 21 of the CEA, including the DDR Rules and confidentiality and 

indemnification agreements entered into with foreign or domestic regulators; 

(e) establish procedures for the remediation of noncompliance issues identified by the 

CCO through a compliance office review, look-back, internal or external audit 

finding, self-reported error, or validated complaint; 

(f) notify the Board as soon as practicable upon becoming aware of a circumstance 

indicating that DDR, or an individual acting on its behalf, is in non-compliance 

with the Applicable Laws of a jurisdiction in which it operates and either; (1) the 

non-compliance creates a risk to a User; (2) the non-compliance creates a risk of 

harm to the capital markets in which it operates; (3) the non-compliance is part of 

a pattern of non-compliance; or (4) the non-compliance may have an impact on 

DDR’s ability to carry on business as a trade repository in compliance with 

Applicable Law.

(g) establish and follow appropriate procedures for the handling, management 

response, remediation, retesting and closing of noncompliance issues; 

(h) establish and administer a written code of ethics; and 

(i) prepare and sign an annual compliance report in accordance with Applicable 

Regulations and associated recordkeeping. 

2.4 Duty to Monitor, Screen and Analyze Swap Data

Consistent with Applicable Law, DDR shall establish and maintain sufficient information 

technology, staff and other resources to fulfill the ability to monitor, screen and analyze all swap 

data recorded by DDR in such manner as the CFTC or Designated Regulators may require. 

DDR will provide access only to such authorized parties that are specified by the CFTC or 

Designated Regulators, according to Applicable Regulations. In addition, DDR will maintain 

and provide a list of CFTC authorized parties in the manner and frequency determined by the 

CFTC pursuant to part 49.17(c)(3) of the CFTC Rules. DDR shall provide Designated 

Regulators with monitoring tools and other access to swap data in a manner that is substantially 

similar to the capabilities developed for internal use, which will be accessible only by authorized 

parties.

Consistent with part 49.13 of the CFTC Rules, DDR has the capacity and will maintain the 

capacity to: (i) monitor swap data; (ii) build reports for analysis of swap data; (iii) send 

completed reports to the CFTC; and (iv) accept monitoring, screening, and analysis requests 

from the CFTC.
 

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3. USER SUBMISSION OF DATA

3.1 Asset Classes

DDR will provide Market Participants with the ability to submit data for over-the-counter 

(“OTC’) derivatives for Credits, Equities, Rates, Foreign Exchange (“FX”) and other 

Commodity asset classes. 

3.2 Connectivity

With regard to User connectivity, specifications and requirements, please see DDR Operating 

Procedures as set forth in Appendix B. 

3.3 Transactional Data and Submission Processing 

3.3.1 General; Message Types

The SDR Services are designed to support required real-time public dissemination (“RT”), and 

regulatory data reporting for regulators including, primary economic terms (“PET”), 

confirmation data, valuation data and other continuation data whether reported via discrete 

transactions or point-in-time position snapshots as well as any other derivatives data required to 

be reported to a trade repository as specified by any Designated Regulator. The SDR Services 

will support the submission of the above data as separate and combined submissions where 

applicable pursuant to Applicable Regulations. 

DDR’s policies and procedures are designed to prevent any provision in a valid swap from being 

invalidated or modified. The DDR System and controls are regularly monitored and audited to 

ensure compliance with such policies and procedures and to ensure that adequate system-wide 

protections are in place. 

3.3.2 Reporting Parties and Trusted Sources 

To enable reporting parties under Applicable Law to meet their reporting obligation or make 

voluntary submissions, DDR will support the following entity types:

 Trade counterparties

 Derivative Clearing Organizations (“DCOs”)

 Swap Execution Facilities (“SEFs”)

 Derivative Contract Markets (“DCMs”)

 Third party submitters to the DDR (on behalf of a counterparty)

 Confirmation services

 Asset servicing platforms

 Custodians

 Asset and investment managers

 Any other user of DDR (reporting or submitter)
 

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3.3.2.1 Definition of “Trusted Source”

A “Trusted Source” is an entity, which has entered into a User Agreement, been recognized as 

such by DDR and provides the definitive report of a given position. An example of a Trusted 

Source is a DCO for cleared swap transactions. 

3.3.2.2 Trusted Sources

Trusted sources include entities that are registered with the CFTC as SEFs, DCMs or DCOs who 

perform functions related to the swaps that are reported to DDR. Due to their regulated status 

and the functions that they perform related to the swaps that are reported, SEFs, DCMs and 

DCOs automatically qualify as Trusted Sources. In addition to SEFs, DCMs and DCOs, DDR 

may also consider other types of entities that provide confirmation services or other related 

services, but who are not registered with the CFTC, SEC or the Designated Regulators. 

Unregistered Trusted Sources must demonstrate that it is reasonable for DDR to rely on the 

accuracy of the swap data.

In order for DDR to recognize an entity as a Trusted Source for transaction reporting an entity 

must enter into a User Agreement and agree to comply with DDR’s Rulebook and Operating 

Procedures. DDR will confirm the regulated status of these entities by checking the CFTC’s 

website. These types of registered entities will automatically be determined to meet the 

qualifications to become a Trusted Source. 

In addition to executing a User Agreement, entities wishing to be Trusted Sources shall submit 

documentation deemed necessary by DDR, as it shall determine from time-to-time, which would 

demonstrate the ability of DDR to reasonably rely on the accuracy of the swap data provided by 

the Trusted Source. When considering whether to designate an unregistered entity as a Trusted 

Source, DDR will consider various factors including, but not limited to, the regulated status of 

the Trusted Source, the strength of the regulatory oversight in the jurisdiction, and any dealings 

that DDR or its affiliates have with the unregistered entity.

DDR will review the information and documentation provided by the entity requesting to be 

considered a Trusted Source and determine if it is appropriate. 

3.3.2.3 Configuration in DDR

A Trusted Source will be established during the DDR on-boarding process entity setup. A User 

may be configured as a Trusted Source by message type and asset class.

A Trusted Source may report on behalf of one or both parties to the transaction. If a Trusted 

Source submits on behalf of a single party, the submission would be considered trusted for that 

side of the transaction only. 

3.3.2.4 Application of Data from Trusted Source

DDR reasonably relies on the accuracy of data submitted by Trusted Sources. When a Trusted 

Source submits data to DDR it may report on behalf of one or both counterparties, and the 

Trusted Source submission will take precedence over the submitted information by the party or 

parties on whose behalf the Trusted Source submits. 

The position and transaction details displayed in reports both to regulators and Users will:
 

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(a) reflect the details reported by the Trusted Source as verified; or

(b) in the event that a User does not consent to the Trusted Source, its data needs 

to match that of the Trusted Source for the User’s data to be deemed verified.

3.3.3 Mandatory Submissions 

3.3.3.1 Trade & Life Cycle Events Data

Data formats that may be submitted are listed in the table below. 

Definition

RT – Real-time 

Submission

A message containing some data for public dissemination 

including basic contract data, execution method, and clearing 

indicator satisfying real-time reporting requirements of the 

CFTC. 

Transaction Details Trade details satisfying PET or creation data, confirmation, and 

other continuation data. 

Valuation Data Calculated valuations of contracts.

Electronic Document 

Management

Electronic images

3.3.3.2 Exception and Exemptions from Mandatory Clearing

Requirements under US Law

Pursuant to Applicable Law, certain transactions submitted by Users may be exempt or subject to 

an exception to the clearing requirement. A User can qualify for the End-User Exception 

pursuant to CFTC Regulation 50.50, the Cooperative Exemption pursuant to CFTC Regulation 

50.51, the Treasury Affiliate No-Action Letter pursuant to CFTC No-Action Letter 13-22, or the 

Inter-Affiliate Exemption pursuant to CFTC Regulation 50.52. In order to qualify for an 

exemption, exception or other relief from the clearing requirement, the User must confirm that at 

least one of the counterparties to the swap is eligible for, and has elected to claim, such 

exemption, exception or other relief from clearing.

a) End User Exception
 

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Section 2(h)(7)(A) of the CEA and CFTC Regulation 50.50 provide for an exception 

from clearing for swaps entered into by certain End Users that are financial entities.

1

Pursuant to CFTC Regulation 50.50(b), certain reporting obligations may be satisfied on 

either a swap-by-swap or annual basis. To make required reporting easier, each 

counterparty claiming the End-User Exception (“Electing Counterparty”) for swaps that 

are reported to DDR may provide the required information on an annual form to the 

DDR. This information includes, but is not limited to, confirmation that the swap is 

being utilized to hedge or mitigate risk, how the Electing Counterparty satisfies its 

financial obligations, as well as additional information if it is an issuer of securities.

The following elections and representations must be reported by the Reporting 

Counterparty on a swap-by-swap basis: 

1. Notice of election of the End-User Exception; 

2. The identity of the counterparty(s) making the election. 

If the Electing Counterparty has not provided the annual form described above, the 

Reporting Counterparty must satisfy its reporting obligations on a swap-by-swap basis by 

providing the required information in the manner specified by DDR.

DDR shall maintain automated systems capable of identifying, aggregating, sorting and 

filtering all swap transactions that are reported to it which are exempt from the mandatory 

clearing requirements pursuant to section 2(h)(7) of the CEA; such capabilities shall be 

applicable to any information provided to DDR by or on behalf of an End User regarding 

how such End-User meets the requirements under Applicable Law. 

i. Confirmation of Conditions: By populating specific fields within the DDR 

system, the User is certifying that the relevant conditions imposed under 

Applicable Law have been satisfied, including:

 Non-Financial Entity: The Reporting Counterparty or the Electing 

Counterparty must also confirm that the End-User is not a financial entity 

as defined under Applicable Law, including section 2(h)(7)(C)(i) of the 

CEA or is eligible for exemptive relief issued by the CFTC, including:

1. Eligible Treasury Affiliate: Consistent with the requirements of 

CFTC Staff No-Action Letter 13-22, the Reporting Counterparty 

has a reasonable basis to believe, and confirms on a swap-by-swap 

basis, that the Electing Counterparty meets the General Conditions 

contained in CFTC Staff No-Action Letter 13-22.

2. Exempt Cooperative: Consistent with the requirements of CFTC 

Regulation 50.51, the Reporting Counterparty has a reasonable 

 

1 Within the End-User Exception certain entities are either excepted or exempted from the definition of a Financial 

Entity pursuant to Section 2(h)(7) of the CEA or CFTC Regulation 50.50(d).
 

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basis to believe that the Electing Counterparty is only electing the 

cooperative exemption for: 

a. swaps entered into with a member of an exempt 

cooperative in connection with originating a loan or loans 

for that member, which satisfies the requirements of CFTC 

Regulation §1.3(ggg)(5)(i)-(iii); or 

b. swaps that hedge or mitigate commercial risk related to 

loans to or swaps with members. 

 Qualified Hedge Transaction: The Reporting Counterparty or the electing 

counterparty, as applicable, must also confirm that the exception is used 

by the electing counterparty to hedge or mitigate commercial risk as 

defined under CFTC Regulation 50.50(c).

ii. Reporting Requirements: In addition to meeting the conditions described above, 

the End-User must identify how it generally meets its financial obligations 

associated with entering into non-cleared swaps, by specifying one or more 

categories of financial resources. Additionally, if the End-User is an issuer of 

securities, the End-User must also provide its SEC Central Index Key number and 

acknowledge that approval of the decision to enter into a swap that is exempt 

from the clearing requirement s of section 2(h)(1) and 2(h)(8) of the CEA has 

been obtained from an appropriate committee of the board of directors or 

equivalent body. This information must be provided to DDR in a form and 

manner specified by DDR or found to be acceptable to DDR. The annual form 

confirming that the requirements of the exception, exemption, or other relief from 

required clearing have been satisfied will be effective for 365 days following the 

date of such report pursuant to CFTC Regulation 50.50(d). During the 365-day 

period, the party submitting such an annual report shall amend the report as 

necessary to reflect any material changes to the information reported.

b) Inter-Affiliate Exemption

CFTC Regulation 50.52 provides an exemption from clearing for swaps between eligible 

Affiliate counterparties, as defined under CFTC Regulation 50.52(a). Both Affiliates to a 

swap make the following elections and representations on a swap-by-swap basis: 

1. That each Affiliate confirms that it meets the requirements in CFTC Regulations 

50.52(a) and 50.52(b). 

2. That each Affiliate elects to exempt the swap from clearing. 

Additionally, each Affiliate will need to provide certain information to DDR about how it 

satisfies its financial obligations, as well as additional information if it is an issuer of 

securities. Pursuant to CFTC Regulation 50.52(d), each Affiliate may provide this 

information via an annual form and file the form with DDR prior to engaging in a swap 

subject to the Inter-Affiliate exemption from clearing rather than providing the same 

information for each individual swap.
 

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The inter-affiliate exemption requirements are supported by allowing Users to populate 

specific fields as part of the trade details and snapshot interfaces.

i. Confirmation of Conditions: On a swap-by swap basis, by populating the specific 

fields required to identify that the swap meets the requirements of Applicable 

Laws, the reporting party certifies that:

 Both Affiliates have elected not to clear the swap pursuant to the interaffiliate exemption;

 One counterparty, directly or indirectly holds a majority ownership 

interest in the other counterparty, or a third party holds a majority 

ownership interest in both counterparties;

 Financial statements are reported on a consolidated basis pursuant to 

CFTC Regulation 50.52(a)(1); 

 The terms of the swap are documented in a swap trading relationship 

document pursuant to CFTC Regulation 50.52(b)(2);

 The swap is subject to a centralized risk management program that is 

reasonably designed to monitor and manage the risks associated with the 

swap pursuant to CFTC Regulation 50.52(b)(3); and 

 The Affiliates comply with the outward-facing swap condition of CFTC 

Regulation 50.52(b)(4). 

ii. Reporting Requirements: In addition to meeting the conditions described above, 

each Affiliate must identify how it generally meets its financial obligations 

associated with entering into non-cleared swaps, by specifying one or more 

categories of financial resources. Additionally, if the Affiliate is an issuer of 

securities, the Affiliate must also provide its SEC Central Index Key number and 

acknowledge that approval of the decision to enter into a swap that is exempt 

from the clearing requirements of section 2(h)(1) and 2(h)(8) of the CEA has been 

obtained from an appropriate committee of the board of directors or equivalent 

body. This information must be provided to DDR in a form and manner specified 

by DDR or found to be acceptable to DDR. The annual form confirming that the 

requirements of the Inter-Affiliate Exemption have been satisfied will be effective 

for 365 days following the date of such report pursuant to CFTC Regulation 

50.52(d). During the 365-day period, each Affiliate shall amend the report as 

necessary to reflect any material changes to the information reported.

3.3.3.3 Verification 

The SDR Services provide two verification processes. One applies to each individual transaction 

record and the other applies to the notional amount of each position. 
 

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(a) Transaction Record Verification

A “Transaction Record” shall mean a new trade record submitted, lifecycle events or 

snapshot update to a trade. Users will be required to verify the Transaction Records

submitted to the SDR Services. The User shall record such verification status in the 

record submitted. In cases where the Transaction Record is submitted by a Trusted 

Source, the Transaction Record will be automatically recorded as “verified” as the 

Transaction Record has already been electronically verified prior to being submitted 

into the SDR service. If only one side of the Transaction Record is submitted by the 

User, and the verification status flag is not populated, the system will tag the record 

as “pending” until such time as the User (as the counterparty) submits the records to 

change the status to “verified.” 

Users will receive on a daily basis a trade details report that will provide all 

Transaction Records in which they are a party or counterparty to the trade. For any 

trades that are in a “pending” status, Users will have 48 hours following the initial 

report to verify the record and evidence such verification by either submitting a 

Transaction Record with the “verified” status or a “dispute” status. After 48 hours of 

the initial report, if the User has failed to take any action, the Transaction Record 

status will be “deemed verified” and such status will be reflected in the system.

(b) Notional Position Verification

A “Position Record” shall mean the sum of the transaction events for each trade 

whether submitted via lifecycle events or snapshot update, which will be used for 

purposes of determining position limits and other purposes as required by under 

Applicable Law. For each Position Record the system will compare the notional 

amount where both parties have submitted records.

Position verification will only occur where both sides have submitted a record to the 

DDR system. The DDR system will compare the notional amount submitted by both 

parties. There are only two status that will apply when the notional amount is 

compared (e.g., “verified” or “dispute” status). If the notional amount matches, a 

verification status of “verified” will be reflected in the generated position reports. If 

the notional amounts do not match, a verification status of “dispute” will be applied 

in the verification status. These position reports are made available on a daily basis at 

12:00 pm EST to the parties to the trade.
 

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4. UNIQUE IDENTIFIERS

4.1 Overview 

Unique identifiers are required to be assigned to all swap transactions which identify the 

transactions uniquely throughout their duration and facilitate the reporting of life cycle events 

and correction of errors previously submitted to DDR. In addition to USIs, UTIs and UPSs, 

DDR will utilize an Event Identifier (“EID”) to maintain the integrity of a transaction throughout 

its lifecycle and enable the identification of events that occur on the transaction. 

4.2 Unique Swap Identifiers/Unique Trade Identifies

A USI or UTI is utilized to identify swap transactions between unique pairs. The USI/UTI will 

identify the particular swap transaction throughout its existence. Upon successful processing of 

the record, the system will communicate the USI or UTI as applicable back to both parties to the 

trade.

A USI is required on any U.S. Transaction Record submitted, except under the following 

instances:

(a) For historical transactions submitted to DDR under CFTC regulations, the system will 

assign a USI to the transaction; or

(b) Where the submitting party of the U.S. Transaction Record is a non-SD/MSP, the system 

will generate and assign an alphanumeric USI to the Transaction Record as follows:

i. DDR will combine the swap transaction trade references submitted by the User along 

with DDR’s CFTC unique alphanumeric code to generate a USI, to the extent that the 

USI is unique and has not already been assigned by DDR; or 

ii. DDR will generate a random alphanumeric value if the User instructs the DDR to 

generate and assign a USI as part of the submission to DDR.

No DDR generated USI codes will be effective until DDR has generated, assigned and transmitted 

such USI to the User. 

If a USI is not provided and it does not fall under the exceptions, the Transaction Record will be 

rejected and such rejection status will be communicated to the submitting party. 

Validation rules will be applied to each USI received to ensure that the USI is well-formed (e.g., 

use of namespace) and that the identifier has not been previously used between the two 

counterparties. If the USI is not unique or well-formed, the transaction record will be rejected 

and such rejection status will be communicated to the submitting party.

For Transaction Records submitted to comply with Canadian Regulations, DDR shall assign the 

UTI for all such submissions if the reporting party to the transaction has not otherwise provided 

such UTI.
 

17

4.3 Legal Entity Identifier (“LEI”) or Global Market Entity Identifier

(“GMEI”)

An LEI or GMEI is intended to uniquely identify counterparties. Each User must provide an LEI 

or GMEI for itself and its counterparty (where known) for each Transaction Record submitted. 

During the on boarding process, the DDR staff will validate the entity data provided when 

registering a new User. The new User will be asked to provide the LEI or GMEI code along 

with additional information such as entity type (e.g., Swap Dealer, Major Swap Participant), 

designation of asset classes for which it will submit information, and ultimate parent entity name. 

If the new User does not have an LEI or GMEI code and a legal entity utility is in place to 

process such registration, DDR staff will ask the User to register an LEI or GMEI code prior to 

on boarding. 

4.4 Unique Product Identifiers (“UPIs”)

4.4.1 Description

In accordance with part 45 of the CFTC Regulations, for U.S. Transaction Records, DDR will 

require a CFTC approved UPI to be supplied on all reported data where available. If no UPI is 

available for the swap because the swap is not sufficiently standardized, the taxonomic 

description of the swap pursuant to the CFTC approved product classification system must be 

provided. In the absence of a CFTC approved UPI and product classification system, DDR will 

provide an internal product identifier or product description which must be used for reporting 

purposes. For non-US Transaction Records, reporting parties will submit the appropriate UPI 

pursuant to Applicable Regulations. 

4.5 Event Identifier 

An EID is utilized to identify various life cycle events that occur during a swap’s duration and 

represents a unique identifier for each post-trade event (i.e., assignment, termination, or 

amendment) for a given USI/UTI and User. 

EIDs will be generated by the Users reporting the transaction to DDR. DDR will not validate 

that an EID has been correctly applied to the transaction. However, it will validate that any new 

event message for a given USI has a new unique EID for that submitter. 

5. REAL-TIME PUBLIC REPORTING OF SWAP DATA/DATA

AVAILABLE TO PUBLIC

5.1 DDR Real-Time Dissemination - Description

DDR will provide a mechanism for public access to real-time price information submitted to 

DDR, as required under and subject to the timeframes and delays set forth in Part 43 of the 

CFTC’s regulations . As required by Applicable Regulations, DDR shall publically disseminate 

U.S. swap transaction and price data subject to:

(a) applicable rounding of notional or principal amounts which shall be capped and 

subject to applicable time delays;
 

18

(b) applicable block transaction thresholds and corresponding time delays; and

(c) the data which is publically disseminated is limited to that required by Applicable 

Regulations provided that in no case shall data be publically disseminated which 

discloses the identity of a party to the swap or facilitates the identification of a party 

of a swap. 

Real-time dissemination shall be subject to the general systems availability as specified in Rule 7 

hereunder to allow for systems maintenance.

5.2 DDR Notification 

DDR will notify the CFTC of any swap transaction for which the real-time swap data was not 

received by DDR in accordance with the timeframes required by Applicable Regulations.

5.3 Ancillary Block Trade Calculation Service

In addition to SDR Services related to real-time public dissemination, DDR also offers its Users 

an ancillary service to calculate whether a specified swap qualifies as a block trade under 

Applicable Law based upon criteria agreed upon by the Users and the swap information provided 

to DDR. In order to utilize this service, Users will be required to populate a block indicator field 

in the submission message in a manner specified by DDR.

5.4 Transaction Level Data Available to the Public

Transaction level data submitted to DDR pursuant to Canadian Regulations will be publically 

available on DDR’s public website on (1) the end of the day following the day on which DDR 

receives the data from the reporting party to the transaction if one of the counterparties to the 

transaction is a derivatives dealer, or (2) the end of the second day following the day on which 

DDR receives the data from the reporting party to the transaction in all other circumstances. 

5.5 Aggregate Data Available to the Public

DDR will provide aggregate data on open positions pursuant to the Canadian Regulations. DDR 

will also make transaction level reports of required swap data available to the public pursuant to 

the Canadian Regulations.

2

 

2 Transaction level Public price dissemination will commence on April 30, 2015 for Derivatives Dealers and 

recognized or exempt clearing agencies and on June 30, 2015 for all others.
 

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6. USE OF DATA

6.1 Public Data

Public Data shall be available in accordance with Applicable Regulations and accessible on 

DDR’s website as further specified in Section V of the Appendix to the Operating Procedures as 

set forth in Appendix B. 

6.2 Access by Designated Regulators

Pursuant to Applicable Law, the Designated Regulators, as well as any designee of the 

Designated Regulators, including another registered entity, shall be provided with direct 

electronic access to DDR data reported to DDR in satisfaction of such Designated Regulator’s 

regulatory mandate to satisfy their legal and regulatory obligations. DDR will also provide 

access to all records submitted to DDR pursuant to CFTC Regulations to the U.S. Department of 

Justice as required by Applicable Regulations. Access to U.S. DDR data to other domestic or 

foreign regulators or appropriate third-parties shall be governed by Applicable Regulations.

6.3 DDR Use of Swap Data Information

As part of the SDR Services, DDR receives and collects swap data in the ordinary course of its 

services from various market participants and registered entities for the purpose of maintaining a 

centralized recordkeeping facility for swaps. The collection and maintenance of this data is 

designed to enhance the transparency, promote standardization and reduce systemic risk by 

making this data available to regulators and the public pursuant to Applicable Law. Therefore, 

access to U.S. swap data maintained by DDR to Market Participants is generally prohibited, 

except to either counterparty to that particular swap, authorized third party service providers or 

other parties specifically authorized by the User or counterparty pursuant to Section 1.3, 6.4, or 

to Appropriate Domestic or Foreign Regulators in accordance with part 49.17(d) of the CFTC 

Rules and Section 6.5 below. 

It is neither the current purpose nor intent of the Company to engage in any commercial use of 

data relating to SDR Services. DDR data relating to specific counterparties may be provided to 

third parties subject to DDR’s receipt of valid consent from that counterparty or submitter of the 

trade. DDR shall not, as a condition of the reporting of swap transaction data, require a reporting 

party to consent to the use of reported data for commercial or business purposes. 

6.4 Access to DDR Data by Third Party Service Providers to Data 

Retained by DDR

Third-party access to DDR data maintained by DDR is permissible provided the following 

conditions have been satisfied in addition to any other provisions of Applicable Regulations:

(a) DDR and the third-party service provider to DDR shall have strict confidentiality 

procedures that protect data and information from improper disclosure; and
 

20

(b) DDR and the third-party service provider shall enter a “Confidentiality Agreement” 

setting forth minimum confidentiality procedures and permissible use of the 

information maintained by DDR which are equivalent to DDR’s privacy procedures.

6.5 Access to U.S. Data by Appropriate Domestic or Foreign Regulators 

Any Appropriate Domestic Regulator or Appropriate Foreign Regulator as defined by 

Applicable Regulations seeking access to DDR data held by DDR shall (a) apply for access by 

filing a request for access with DDR and certifying that it is acting within the scope of its 

jurisdiction, and (b) execute a “Confidentiality and Indemnification Agreement” as provided by 

DDR. Appropriate Domestic Regulators or Appropriate Foreign Regulators with regulatory 

responsibility over DDR pursuant to part 49.17(d)(2) or 49.17(d)(3) of the CFTC Rules 

respectively, which includes Canadian Regulators, shall not be subject to the requirements noted 

above in this Rule 6.5 provided such data is submitted pursuant to applicable Canadian law.

6.5.1 Notification 

DDR shall promptly notify the CFTC in the electronic format specified by the Secretary of the 

CFTC regarding any request received by an Appropriate Domestic Regulator or Appropriate 

Foreign Regulator to gain access to U.S. swap data maintained by DDR. Once DDR has 

provided the CFTC with such notification, DDR shall provide access to the requested swap data. 

6.6 Privacy Policy and Procedures 

Please see “Information Privacy Policy of DTCC Data Repository (U.S.) LLC SDR” in 

Appendix C. 

7. SYSTEM AVAILABILITY

7.1 DDR System Accessibility 

The DDR System is generally accessible 7 days per week, 24 hours per day Monday through 

Sunday, except from 10:00 pm (EST) Saturday to 6:00 am (EST) Sunday to enable maintenance 

to be performed on the DDR System or other times as necessary to support one-off process or 

maintenance. Data submitted during DDR System down time is stored and processed once the 

service has resumed. 

7.2 Emergency Responses

DDR retains the right to exercise emergency authority in the event of circumstances determined 

by DDR to require such response or upon request by the Designated Regulators as applicable. 

Any exercise of DDR’s emergency authority shall be adequate to address the nature and scope of 

any such emergency. The CEO of DDR shall have the authority to exercise emergency authority 

and in his/her absence, any other officer of DDR shall have such authority. 
 

21

Circumstances requiring the invocation of emergency authority include, but are not limited to, 

occurrences or circumstances: 

(a) determined by DDR to constitute an emergency; 

(b) which threaten the proper functioning of the DDR System and the SDR Services; or

(c) which materially and adversely affect the performance of the DDR System and the 

SDR Services.

Emergencies include but are not limited to natural, man-made and information technology 

emergencies. DDR shall notify the Designated Regulators, as soon as reasonably practicable, of 

an invocation of emergency authority or a material system outage is detected by DDR Such 

notification shall be provided in accordance with Applicable Regulations and will include 

reasons for taking emergency action, how potential conflicts of interest were minimized and 

documentation of the decision-making process. 

Documentation underlying the emergency shall be made available to the Designated Regulators 

upon request. 

DDR shall avoid conflicts of interest in decision-making with respect to an emergency authority

taken. If a potential conflict of interest arises, the CCO shall be notified and consulted for the 

purpose of resolving the potential conflict. DDR shall issue an Important Notice as to all Users 

as soon as reasonably practicable in the event such emergency authority is exercised. Any 

emergency actions taken by DDR may be terminated by the CEO and in his/her absence, any 

other officer of DDR. Such termination of an emergency action will be followed by the issuance 

of an Important Notice as soon as reasonably practicable. 

8. BUSINESS CONTINUITY

8.1 Business Continuity and Disaster Recovery

The DDR System is supported by DTCC and relies on the disaster recovery program maintained 

by DTCC. DDR follows these key principles for business continuity and disaster recovery, 

which enable DDR to provide timely resumption of critical services should there be any 

disruption to DDR business: 

(a) Achieve recovery of critical services within a four-hour window with faster recovery 

time in less extreme situations; 

(b) Disperse staff across geographically diverse operating facilities; 

(c) Operate multiple back-up data centers linked by a highly resilient network 

technology; 

(d) Maintain emergency command and out-of-region operating control; 

(e) Utilize new technology which provides high-volume, high-speed, asynchronous data 

transfer over distances of 1,000 miles or more; 

(f) Maintain processes that mitigate marketplace, operational and cyber-attack risks; 
 

22

(g) Test continuity plan readiness and connectivity on a regular basis, ensuring that Users 

and third party vendors/service providers can connect to our primary and back-up 

sites;

(h) Communicate on an emergency basis with the market, Users and government agency 

decision-makers; and 

(i) Evaluate, test and utilize best business continuity and resiliency practices. 

9. DATA INFORMATION SECURITY

9.1 Overview

DDR will be responsible for monitoring the performance of DTCC in regard to implementation 

and maintenance of information security within its infrastructure.

9.2 System Safeguards

DTCC has established a Technology Risk Management team, whose role is to manage 

information security risk and ensure the availability, integrity and confidentiality of the 

organization’s information assets.

Various policies have been developed to provide the framework for both physical and 

information security and are routinely refreshed. The Technology Risk Management team 

carries out a series of processes to endeavor to ensure DDR is protected in a cost-effective and 

comprehensive manner. This includes preventative controls such as firewalls, appropriate 

encryption technology and authentication methods. Vulnerability scanning is used to identify 

high risks to be mitigated and managed and to measure conformance against the policies and 

standards. 

Standards for protecting Company information are based upon the sensitivity level of that 

information. Control standards specify technical requirements for protection and End User 

handling of information while in use, transmission, and storage. 

Verification of accuracy of information received or disseminated by the DDR System is 

completed systemically. Upon receipt, all data is subject to verification of the submitter. The 

submitter must be recognized by the DDR System and the submitter must be eligible to submit 

records. For example, a Market Participant may submit records on its own behalf or a SEF may 

submit records on behalf of Market Participants. The actual records must then meet all data 

format and content requirements. 
 

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10.RESOLUTION OF DISPUTES, TERMINATION &

DISCIPLINARY PROCEDURES

10.1 Resolution of User Disputes

The procedures and dispute resolution processes with regard to User submissions or maintenance 

of erroneous information, which are subject to Applicable Regulations and, in particular, the 48-

hour correction period, are as follows.

10.1.1 Erroneous Records

Users will submit transaction records as described in 3.3.3. Upon submission, the DDR System 

will perform validation checks to ensure that each submitted record is in the proper format and 

will also perform validation and consistency checks against certain data elements, including, for 

example, sequencing of time and date fields (e.g., Termination Date must be greater than Trade 

Date). If the record fails these validation or consistency checks, the record will be rejected and 

such rejection status will be communicated to the User(s) to correct and re-submit.

In the event that both counterparties to a trade agree that data submitted to DDR contains 

erroneous information (e.g., through a mutual mistake of fact), such Users may each submit a 

cancel record, effectively cancelling the incorrect transaction record. If a trade record has been 

submitted by only one counterparty and it is determined by the submitting User that it is 

erroneous, the submitting User may submit a cancel record. A User may only cancel its own 

submitted record; it cannot cancel a record where it is not the submitting party of the record. (In 

circumstances where the User disputing the information is not the submitter, the User must 

submit a dispute record as described in 10.1.2. Where the original record was submitted by a 

Trusted Source such as a SEF or DCO on behalf of both counterparties to a transaction, only 

such Trusted Source may cancel the original record (but without prejudice to the rights of such 

counterparties to provide relevant continuation data to the extent they are otherwise permitted or 

required to provide such data). DDR shall maintain a record of all corrected errors pursuant to 

Applicable Regulations and such records shall be available upon request to the applicable 

Designated Regulator.

10.1.2 Disputes Between Users

The SDR Services will provide trade detail reports that will enable Users to view all transaction 

records, including records submitted by the User and records submitted by a counterparty User 

for a transaction allegedly involving the User. These reports will allow Users to reconcile the 

transaction records in the SDR Services to their own risk systems. 

The Users shall be responsible for resolving any disputes between themselves uncovered during 

the reconciliation process and, as appropriate, submitting correct information. In the event a 

User disputes a transaction record alleged to apply to it by the counterparty, or disputes any of 

the terms within the alleged transaction, the User shall register such dispute by submitting a 

“Dispute” message. If such User fails to register such dispute within 48 hours of the relevant 

trade detail report being issued, the record will be deemed verified in the DDR System.
 

24

All reports and trade records provided to regulators will include the status of these transaction 

records, including dispute and verification status. Where DDR has received conflicting or 

inconsistent records from more than one submitter in respect of a particular transaction (such as 

from a SEF and a reporting party), DDR will maintain all such records (unless cancelled or 

modified in accordance with the terms hereof) and will make such records available to 

Designated Regulators in accordance with the terms hereof and Applicable Law. 

10.2 Denial of User Application 

This Rule 10.2 outlines the process required for DDR to decline the request (an “Application”) of 

an applicant (an “Applicant”) to become a User of the SDR Services. Applicants may be denied 

access to the SDR System if required pursuant to Applicable Law (e.g., sanctions administered 

and enforced by the U.S. Department of Treasuries Office of Foreign Assets Control (“OFAC”)

or the Canadian Government’s Office of the Superintendent of Financial Institutions (“OSFI”)). 

Applicants to DDR shall be entitled to notice and an opportunity for a hearing in the event that 

DDR declines an Application. An Applicant may be declined if required by Applicable Law. If 

as a result of following these procedures the denial of an Application is reversed, such 

Application will be accepted and the Applicant granted access following completion of on 

boarding requirements. 

10.2.1 Application to DDR Declined 

In conjunction with the denial of an Application, DDR shall furnish the Applicant with a written 

statement setting forth the grounds for the determination (the “Denial Notice”). The Denial 

Notice shall inform the Applicant of its right to request a hearing with respect to the 

determination pursuant to Rule 10.2.1.1.

10.2.1.1 Hearing 

(a) To request a hearing on a denial of an Application, an Applicant shall file such a 

request (the “Hearing Request”) with the Secretary of DDR within 5 business days of receipt of 

the Denial Notice. The Hearing Request must set forth: (i) the action to be taken by DDR as set 

forth in the Denial Notice; and (ii) the name of the representative of the Applicant who may be 

contacted with respect to a hearing. 

(b) Within 7 business days after the Applicant files such Hearing Request, such 

Applicant shall submit to DDR a clear and concise written statement (the “Applicant Statement”) 

setting forth, with particularity: (i) the basis for objection to such action; and (ii) whether the 

Applicant chooses to be represented by counsel at the hearing. DDR may deny the right for a 

hearing if the Applicant Statement fails to set forth a prima facie basis for contesting the 

violation. 

(c) The failure of an Applicant to file either the Hearing Request and/or Applicant 

Statement within the time frames required under this Rule 10.2.1.1 will be deemed an election to 

waive the right to a hearing. 

(d) Hearings shall take place promptly after receipt of the Applicant Statement. DDR 

shall notify the Applicant in writing of the date, place and hour of the hearing at least 5 business 
 

25

days prior to the hearing (unless the parties agree to waive the 5 business day requirement). 

Such hearing must take place in New York during business hours unless otherwise agreed by the 

parties.

(e) A hearing shall be before a panel (the "Panel") of three individuals. The Panel 

shall consist of 3 members of the Board or their designees selected by the Chairman of the 

Board. At the hearing, the Applicant shall be afforded an opportunity to be heard and may be 

represented by counsel if the Applicant has so elected in the Applicant Statement. A record shall 

be kept of the hearing. The costs associated with the hearing may, in the discretion of the Panel, 

be charged in whole or in part to the Applicant in the event that the decision at the hearing is 

adverse to the Applicant.

(f) The Panel shall advise the Applicant of its decision within 10 business days after 

the conclusion of the hearing. The decision of the Panel shall be disclosed in, a notice of the 

decision (the “Decision Notice”) setting forth the specific grounds upon which the decision is 

based and shall be furnished to the Applicant. A copy of the Decision Notice shall also be 

furnished to the Chairman of the Board. If the decision of the Panel shall be to reverse the 

denial, such Application will be returned to the staff for processing. 

(g) Any denial as to which an Applicant has the right to request a hearing pursuant to 

Section 10.2.1 shall be deemed final upon the earliest of: (i) when the Applicant stipulates to the 

denial; (ii) the expiration of the applicable time period provided for the filing of a Hearing Notice 

and/or Applicant Statement; or (iii) when the Decision Notice is delivered to the Applicant. 

Notwithstanding the foregoing, the Board may in its discretion modify any sanctions imposed or 

reverse any decision of the Panel that is adverse to an Applicant. The reversal or modification by 

the Board of a Panel decision or reversal or modification by the Panel of any action by DDR 

shall not provide such Applicant with any rights against DDR or its officers or Directors for 

determination made prior to such reversal or modification.

10.2.1.2 Notices

(a) A Denial Notice and Decision Notice shall be sufficiently served if in writing and 

delivered by courier or U.S. mail to the office address or emailed to the email address provided 

by such Applicant. Any notice, if mailed by U.S. mail, shall be deemed to have been given when 

received by the Applicant and any notice emailed will be deemed to have been given upon 

transmission.

(b) A Hearing Request and Applicant Statement shall be sufficiently served on DDR 

if in writing and delivered by courier or U.S. mail or emailed to the following address:

DTCC Data Repository (U.S.) LLC

55 Water Street

New York, New York 10041

Attention: Counsel of DTCC Data Repository (U.S.) LLC 

pgottlieb@dtcc.com

Any notice in writing to DDR shall be deemed to have been given when received by DDR.
 

26

10.3 Involuntary Termination Procedures 

10.3.1 User Termination Events by DDR

DDR may summarily terminate a User’s account and access to the SDR Services when the Board 

determines: (a) that the User has materially breached its User Agreement, the DDR Operating 

Procedures or the rules contained in this Rulebook, which threaten or may cause immediate harm 

to the normal operation of the System, or any Applicable Law including those relating to the 

regulations administered and enforced by OFAC or OSFI; or (b) User’s account or User’s IT 

system is causing material harm to the normal operation of the System. DDR’s rights under this 

Rule 10.3 will be in addition to and separate from its rights under Rule 10.4.

In addition, the following actions must take place before DDR staff initiates any actions which 

may result in a User’s termination of access to the DDR System and, specifically, the SDR 

Services: (a) DDR senior management, as well as DDR’s Counsel and CCO, must be involved in 

any decision to involuntarily terminate a User; and (b) the Chairman of the Board of DDR must 

be notified in advance of any involuntary termination. 

Upon the summary termination of a User’s access pursuant to this Rule 10.3, DDR shall, as soon 

as possible, notify the impacted User of the termination in writing or via email. Such notice shall 

state, to the extent practicable, in general terms how pending transaction submissions and other 

pending matters will be affected and what steps are to be taken in connection therewith.

Additionally, DDR staff will take required action to cancel the digital certificates of individuals 

with access to the terminating User’s data. 

10.3.2 Notice and Effect of Termination

(a) Upon the summary termination of a User’s access pursuant to this Rule 10.3, 

DDR shall, as soon as possible, notify all Users of the termination. Such notice shall state to the 

extent practicable in general terms how pending transaction submissions and other pending 

matters will be affected and what steps are to be taken in connection therewith. Such termination 

shall be effective notwithstanding any appeal thereof pursuant to Rule 10.3.3 unless and until 

such termination is modified or rescinded pursuant to Rule 10.3.3.

(b) Pending Submissions: Notwithstanding any other provision of the DDR Rules, 

DDR shall have no obligation to accept any submission of a terminated User that was affected 

after the time at which User was terminated from access to the System. 

10.3.3 Right of Appeal to Involuntary Termination 

A User whose access to the SDR Services has been terminated pursuant to Rule 10.3 shall be 

entitled, upon request, to a written statement of the grounds for its termination and shall have the 

right to appeal its termination of access in accordance with the procedure described below.

(a) A terminated User may appeal its termination of access by filing a written notice of 

appeal within 5 business days after the date of termination of access.
 

27

(b) Appeals shall be considered and decided by the Appeal Panel (a panel comprised of a 

Chairman and two individuals appointed by the Chairman of the Board to consider 

appeals under Rule 10.3 and the DDR Rules). Appeal shall be heard as promptly as 

possible, and in no event more than 5 business days after the filing of the notice of 

appeal. The appellant shall be notified of the time, place and date of the hearing not less 

than 3 business days in advance of such date. At the hearing, the appellant shall be 

afforded an opportunity to be heard and to present evidence in its own behalf, and may, if 

it so desires, be represented by counsel. As promptly as possible after the hearing, the 

Appeal Panel shall, by the vote of a majority of its members, affirm or reverse the 

termination of access or modify the terms thereof. The appellant shall be notified in 

writing of the Appeal Panel’s decision; and if the decision shall have been to affirm or 

modify the termination, the appellant shall be given a written statement of the grounds 

therefor.

(c) Any decision by the Appeal Panel to affirm or modify a termination shall be reviewable 

by the Board on its own motion or on written demand by the appellant filed with DDR 

within 3 business days after receipt of notice of the Appeal Panel’s decision. The Board 

may, but is not required to, afford the appellant a further opportunity to be heard or to 

present evidence. The appellant shall be notified in writing of the decision of the Board, 

and if the decision shall have been to affirm or modify the termination, the appellant shall 

be given a written statement of the grounds therefor. 

(d) The filing of an appeal pursuant to this Rule shall not impair the validity or stay the effect 

of the termination appealed from. The reversal or modification of a termination shall not 

invalidate any acts of DDR taken pursuant to such termination prior to such reversal or 

modification, and the rights of any person which may arise out of any such acts shall not 

be affected by such reversal or modification.

(e) A record shall be kept of any hearing held pursuant hereto. The cost of the transcript may, 

in the discretion of the body holding the hearing, be charged in whole or in part to the 

terminated User in the event that the termination to access is finally affirmed.

10.4 Sanctions from Disciplinary Proceedings 

10.4.1 Imposition of Sanctions 

(a) DDR, at the request of any DDR officer and agreed to by DDR’s CEO and CCO, and 

subject to the procedures below, may censure, suspend, expel or limit the activities, functions or 

operations of, and/or impose a fine on, a User for: (i) a violation of the DDR Rules; (ii) any 

neglect or refusal by such User to comply with any applicable order or direction of DDR; or (iii) 

any error, delay or other conduct that materially and adversely affects the operations of DDR. 

Limits to the activities, functions or operation of Users may include, but are not limited to, 

access to the DDR System or ability to submit data via a non-approved source (e.g., temporarily 

suspending the submission queue, where inbound messaging is at issue, while still allowing the 

User to maintain access to the web interface and allowing for submissions via other network 

services such as a spreadsheet upload).
 

28

(b) DDR shall provide prompt notice to the applicable Designated Regulators of any 

action taken in accordance with this Rule or any terminations pursuant to Rule 10.3.

10.4.2 Procedures for Disciplinary Proceedings 

(a) Before any sanction is imposed, DDR shall furnish the User against whom the 

sanction is sought to be imposed (“Respondent”) with a concise written statement of the charges 

against the Respondent. The Respondent shall have 10 business days after the service of such 

statement to file with DDR a written answer thereto. The answer shall admit or deny each 

allegation contained in the statement of charges and may also contain any defense which the 

Respondent wishes to submit. Allegations contained in the statement of charges which are not 

denied in the answer shall be deemed to have been admitted, and any defense not raised in the 

answer shall be deemed to have been waived. If an answer is not provided to DDR within the 

time permitted, as determined by the CCO, in consultation with DDR’s Counsel, the allegations 

shall be deemed to have been admitted, and the Respondent will be notified in writing of any 

sanction that shall be imposed. If an answer is timely filed, DDR shall (unless the Respondent 

and DDR shall have stipulated to the imposition of an agreed sanction) schedule a hearing before 

a panel comprised of a chairman of the Disciplinary Panel and 2 (two) individuals appointed by 

the Board to conduct disciplinary proceedings under this Rule (“Disciplinary Panel”). At the 

hearing, the Respondent shall be afforded the opportunity to be heard and to present evidence on 

its behalf and may be represented by counsel. A record of the hearing shall be prepared and the 

cost of the transcript may, in the discretion of the Disciplinary Panel, be charged in whole or in 

part to the Respondent in the event any sanction is imposed on the Respondent. As soon as 

practicable after the conclusion of the hearing, the Disciplinary Panel shall furnish the 

Respondent and the Board with a written statement of its decision. If the decision is to impose a 

disciplinary sanction, the written statement shall set forth the sanction being imposed and the 

facts surrounding the violation of these Rules. 

(b) In the event that the Disciplinary Panel censures, fines, suspends, expels or limits 

the activities, functions or operations of any Respondent, any affected User may apply for review 

to the Board, by written motion filed with DDR within 5 business days after issuance of the 

Disciplinary Panel’s written statement of its decision. 

(c) The granting of any such motion shall be within the discretion of the Board. In 

addition, the Board may determine to review any such action by a Disciplinary Panel on its own 

motion. Based upon such review, the Board may affirm, reverse or modify, in whole or in part, 

the decision of the Disciplinary Panel. The Respondent shall be notified in writing of the 

decision of the Board which shall be final. Once a decision of the Disciplinary Panel is final, the 

CCO will facilitate and coordinate the administration of any such sanctions imposed as a result 

of such disciplinary proceedings.

(d) Any time limit set forth in this Rule may be extended by the body having 

jurisdiction over the matter in respect of which the time limit is imposed. 
 

29

(e) The summary termination of access by a User pursuant to Rule 10.3 shall not be 

deemed to be a “sanction” within the meaning of this Rule, and the provisions of this Rule shall 

be inapplicable to any such summary termination.

10.5 Audits, Provision of Information and Cooperation 

Subject to Applicable Law, each User will comply with all reasonable requests by DDR 

for information, documentation or data concerning such User and related to such User’s use of 

the System as DDR may deem necessary. DDR will have the right to audit or inspect a User 

(and its facilities) with respect to its use of the System, upon reasonable notice, and Users shall 

cooperate with such audits or inspections and with other inquiries by DDR concerning their use 

of the System.

The CCO or his/her delegate shall have authority to investigate any potential rule violation, shall 

be responsible for enforcing violations and for following the procedures outlined in Rule 10.4. 

11.DIRECTOR CONFLICTS OF INTEREST

11.1 Director Conflicts of Interest 

A conflict of interest is present whenever the interests of the Company compete with the 

interests of a Director, the Director’s employer, or any other party with which a Director is 

associated, or otherwise whenever a Director’s corporate or personal interests could be reasonably 

viewed as affecting his or her objectivity or independence in fulfilling the Director’s duties to the 

Company.

While it is not possible to anticipate all possible conflict situations, conflicts of interest typically 

arise whenever a Director, an immediate family member or other personal associate of a Director or 

a firm with which a Director is associated as a Director, officer, employee or beneficial owner of 

1% or more of the firm’s equity interests, has (directly or indirectly) a business interest in a 

party with whom the Company is doing business in some capacity other than as a User or in a 

transaction or other activity that competes (directly or indirectly) with a transaction or activity 

which the Company is pursuing or conducting.

Situations involving potential conflicts of interest may also include instances in which a 

Director, an immediate family member or other personal associate of a Director, or a firm with 

which a Director is associated as a Director, officer, employee or beneficial owner, has 

(directly or indirectly):

(a) a compensation arrangement (other than with respect to fees payable to a 

Director in his or her capacity as an employee or Director) or other interest in a 

transaction with the Company;

(b) a compensation arrangement or other interest in or affiliation (subject to de 

minimis exceptions) with any entity or individual that: (a) sells goods or services 

to, or purchases goods or services from, the Company; or (b) the Company has, or 
 

30

is negotiating, or contemplating negotiating, any other transaction or 

arrangement;

(c) used his or her position, or confidential information or the assets of the Company 

to his or her (or an associated party’s) personal advantage or for an improper or 

illegal purpose;

(d) solicited or accepted any gift, entertainment, or other favor where such gift might 

create the appearance of influence on the Director (other than gifts of nominal 

value, which are clearly tokens of respect and friendship unrelated to any 

particular transaction or arrangement);

(e) acquired any property or other rights in which the Company has, or the Director 

knows or has reason to believe at the time of acquisition that the Company 

is likely to have, an interest;

(f) taken advantage of an opportunity related to the activities of the Company that is 

available to the Company or to the Director, unless the Board has made an 

informed decision that the Company will not pursue that opportunity; 

(g) a business interest that is affected by any transaction, arrangement, or decision 

involving the Company; or

(h) any other circumstances that may, in fact or in appearance, make it difficult for the 

Director to exercise independence, objective judgment or otherwise perform 

effectively.

11.2 Disclosure of an Actual, Potential or Apparent Conflict of Interest 

Conflict identification and analysis can be difficult and, therefore, Directors are at all times 

expected to act on the side of caution and immediately bring to the attention of the Chief 

Compliance Officer and either the Chairman of the Board or the Counsel any matters that may 

involve conflicts of interest or be reasonably perceived by others to raise questions about 

potential conflicts even if the person does not believe that an actual conflict exists. Disclosures 

should be made in advance, before any action is taken on the matter.

In addition, each Director shall complete an annual Questionnaire Concerning Conflicts of 

Interest, disclosing any actual, potential, or apparent conflicts. They shall also promptly 

disclose any relevant change in circumstances. The Questionnaires shall be reviewed by 

the Company’s Counsel and the Chief Compliance Officer.

11.3 Evaluation of an Actual, Potential or Apparent Conflict of Interest 

The Chief Compliance Officer, in consultation with the Chairman of the Board or the Counsel, 

as appropriate, shall evaluate conflict disclosures and make other necessary inquiries to 

determine the extent and nature of any actual or potential conflict of interest, consulting with 

the Chairman of the Board or the Counsel as appropriate. If appropriate, the Chief 

Compliance Officer shall consider alternatives to the proposed transaction or arrangement and 

consult with the Board when needed.
 

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11.4 Resolution of an Actual, Potential or Apparent Conflict of Interest 

The Company may enter into a transaction or other arrangement in which there is an actual or 

potential conflict of interest only if at a duly held Board meeting a majority of those Directors 

(if a quorum is present at such time) who have no interest in the transaction or arrangement 

approve the transaction or arrangement after determining, in good faith and after reasonable 

inquiry, that:

(a) entering into the transaction or arrangement is in the best interests of the 

Company, while considering the Company’s purpose and resources, and the 

possibility of creating an appearance of impropriety that might impair the 

confidence in, or the reputation of, the Company (even if there is no 

actual conflict or wrongdoing); 

(b) the transaction or arrangement in its entirety, and each of its terms, are fair and 

reasonable to the Company, after consideration of available alternatives;

(c) the transaction or arrangement furthers the Company’s purpose; and

(d) the transaction or arrangement is not prohibited by law or regulation.

12.TERMS & TERMINOLOGY

Applicable Law – Any and all applicable laws and regulations, judicial orders and decisions, 

and rules, regulations, interpretations and protocols, as amended from time to time in a 

jurisdiction in which DDR is registered, designated, recognized or otherwise licensed as a trade 

repository

Applicable Regulations – Regulations promulgated by Designated Regulators

AMF – Autorité des marchés financiers

Board – The Board of Directors of DDR 

Canadian Regulators – The OSC, AMF, MSC and any other Canadian regulatory agency with 

which DDR registers or is designated or recognized to provide trade repository services

Canadian Laws – The Applicable Law and Applicable Regulations which specifically apply to 

DDR Services provided to Market Participants in Canada

CCO – Chief Compliance Officer

CEA - Commodity Exchange Act, as amended

CFTC - U.S. Commodity Futures Trading Commission

DCO – Derivatives Clearing Organization 
 

32

DCM – Designated Contract Market

Designated Regulators – Regulators which supervise DDR including the CFTC, OSC, AMF 

and MSC

DF or Dodd-Frank - The Dodd-Frank Wall Street Reform and Consumer Protection Act of 

2010, as amended from time to time

DDR or Company - DTCC Data Repository (U.S.) LLC

DDR Rules – Collectively, the User Agreements (See Appendix A), Operating Procedures (See 

Appendix B), and rules contained in this Rulebook

DDR System or the System – Those systems operated by DDR through which the SDR Services 

are provided

DTCC – The Depository Trust & Clearing Corporation 

EID – Event ID

End User – User who is exempt from the mandatory clearing requirements pursuant to section 

2(h)(7) of the CEA

Exchange Act – Securities Exchange Act of 1934, as amended 

Important Notice – formal notices sent to Users describing significant changes to DDR Rules, 

DDR Systems or other processes

LEI – Legal Entity Identifier 

Market Participants – Includes, but is not limited to SDs, MSPs, SEFs, DCOs, DCMs, foreign 

boards of trade (“FBOTs”), derivatives dealers and recognized or exempt clearing agency 

(under Canadian Law) 

MSC – The Manitoba Securities Commission

MSP – Major Swap Participant

OFSI – the Canadian Governments Office of the Superintendent of Financial Institutions.

OSC – Ontario Securities Commission

OTC – Over-the-Counter

PET – Primary Economic Terms 
 

33

Public Data – Data required to be disseminated publically pursuant to Applicable Law

Registered Entity – An entity appropriately registered with a Designated Regulator

RP – Reporting Party

RT Message – Real-Time message 

SBS - Security-based Swaps

SB SEF – Security-based Swap Execution Facility 

SD – Swap Dealer 

SDR – Swap Data Repository

SEC - U.S. Securities and Exchange Commission

SEF – Swap Execution Facility 

Swap Data – The specific data elements and information set forth in CFTC Regulation Part 45 

required to be reported by a reporting entity to a registered swap data repository, in addition to 

transaction level data as defined in the applicable regulations of the Designated Regulators.

Trusted Source –An entity that has entered into a User Agreement, been recognized as such by 

DDR and provides the definitive report of a given position

UCI – Unique Counterparty Identifier 

UPI - Unique Product Identifier 

USI – Unique Swap Identifier 

User - An entity that has executed a DDR User Agreement then in effect

User Agreement – one of the agreements contained in Appendix A. 

UTI – Unique Transaction Identifier
 

34

APPENDIX A: FORMS OF USER AGREEMENT 

1. Repository User Agreement 

2. Repository User Agreement for Qualified Multilateral Trading Facilities

3. Repository User Agreement for View-Only Access

4. Repository Supplement to the User Agreement
 

35

REPOSITORY USER AGREEMENT (“User Agreement”)

________________, in its role/capacity set out below for and on behalf of each of the entities 

listed on Annex I hereto (each severally and not jointly, a “User”) wishes to participate in one or 

more services or systems to be operated by DTCC Data Repository (U.S.) LLC, a New York 

limited liability company (the “Repository”). It is understood and agreed that this document 

shall constitute a separate agreement between the Repository, on the one hand, and each 

entity/fund that is listed in Annex I hereto, as amended from time to time, on the other 

hand, as if each such entity/fund has executed a separate document naming only itself as 

the User, and that no entity/fund that is listed in Annex I, as amended from time to time, shall 

have any liability under this document for the obligations of any other entity/fund that is listed 

in Annex I, as amended from time to time, solely by reason of being listed in Annex I, as 

amended from time to time. Annex I shall be amended by the submission, by e-mail or other 

electronic means which the Repository may adopt from time to time, of a revised Annex I 

which shall supplement the preexisting document as an annex to this Agreement. The 

Repository is entitled to regard the instructions received in this manner as a valid instruction 

and consent from the User and will not be responsible for confirming or verifying the 

validity or accuracy of the instruction received. The submitting User represents and warrants 

that it has valid authority or consent to submit such instruction. Unless otherwise instructed in 

writing, the Repository will treat each entity/fund listed in Annex I hereto as part of the same 

Family for purposes of the Operating Procedures.

By signing this User Agreement, effective as of the later of the date entered below or the 

date the Repository is designated as a trade repository (or its equivalent under local law) by 

the competent regulator within the jurisdiction in which the Repository is incorporated (the

“Effective Date”) each of User and the Repository agrees to be bound by the Rulebook of 

the Repository, the Operating Procedures and the Applicable Publications (as defined in the 

Operating Procedures (e.g., message formats and messaging processes, procedures for use of 

the Web Front End, publications of security arrangements, publications of further 

specifications for Services, Important Notices)) issued thereunder, as each may be amended, 

supplemented or modified from time to time (the “Operating Procedures”) with respect to 

the services or systems provided or operated by the Repository.

The User will pay to the Repository such fees and charges for the services provided as shall be 

specified from time to time in the DDR Fee Schedule posted on the Repository’s website.
 

36

The User hereby acknowledges receipt of the most current version, as of the Effective Date, of 

the Fee Schedule, Operating Procedures, Rulebook and DDR Disclosure Document. 

Completion of the “DDR Canada – Local Counterparty” tab in Annex I to the User 

Agreement will enable a User to submit swap transactions in satisfaction of various 

requirements under Canadian law as noted therein.

This User Agreement and the Operating Procedures, to the extent that they govern or relate to 

the relationship between the undersigned and the Repository, will be governed by the law of the 

State of New York, without regard to the conflicts of law provisions thereof.
 

37

Each entity/fund, severally and not jointly, that is listed in Annex I (each such entity/fund 

individually, the “User”)

By: 

[Print the name of the company signing on behalf of the entity/fund (i.e., the name of Investment Company)]

as 

[Insert authorized role/capacity of the company above (i.e., Investment or Asset Manager)]

with an address at

[Insert address, including Country]

By:

[Signature]

Name: 

Title: 

DTCC Data Repository (U.S.) LLC

By:

 [Signature]

Name: 

Title: 

Effective Date: ___________
31

Annex I

Annex I for purposes of this User Agreement shall comprise the entities/funds listed on the 

Annex I Cross Asset Service Request Form/Cross Asset Service Request Form Asset Managers

(or the equivalent form identified as Annex I), as may be amended from time to time, a copy of 

which can be found on the Repository’s website.
32

REPOSITORY 

USER AGREEMENT (“User Agreement”)

FOR QUALIFIED MULTILATERAL TRADING FACILITY

The undersigned user (“User”) wishes to participate in one or more services or systems to be 

operated by DTCC Data Repository (U.S.) LLC, a New York limited liability company (the 

“Repository”). By signing this User Agreement, effective as of the date entered below (the

“Effective Date”) each of User and the Repository agrees to be bound by the Rulebook of 

the Repository, the Operating Procedures and the Applicable Publications (as defined in the 

Operating Procedures (e.g., message formats and messaging processes, procedures for use of 

the Web Front End, publications of security arrangements, publications of further 

specifications for Services, Important Notices)) issued thereunder, as each may be amended, 

supplemented or modified from time to time (the “Operating Procedures”) with respect to 

the services or systems provided or operated by the Repository.

The User will pay to the Repository such fees and charges for the services provided as shall be 

specified from time to time in a pricing schedule to the Operating Procedures.

The User hereby acknowledges receipt of the most current version, as of the Effective Date, of 

the Operating Procedures, Rulebook and DDR Disclosure Document.

The User hereby represents that it has received a designation to operate as a Qualified 

Multilateral Trading Facility, as defined in CFTC No Action Letter 14-46, and is in receipt of 

the applicable designation letter from the Commodity Futures Trading Commission. 

This User Agreement and the Operating Procedures, to the extent that they govern or relate to 

the relationship between the undersigned and the Repository, will be governed by the law of the 

State of New York, without regard to the conflicts of law provisions thereof.
33

Legal Entity Name: 

[Print the name of the company]

Legal Entity Identifier(s) (“LEI”):

with an address at

[Insert address]

By: _______________________

[Signature]

Name: 

Title: 

DTCC Data Repository (U.S.) LLC

By: _________________________

[Signature]

Name:

Title:

Effective Date:
34

VIEW ONLY REPOSITORY USER AGREEMENT (“User Agreement”)

The undersigned user (“User”) wishes to participate in one or more services or systems to be 

operated by DTCC Data Repository (U.S.) LLC, a New York limited liability company (the 

“Repository”). By signing this User Agreement, effective as of the date entered below (the

“Effective Date”) each of User and the Repository agrees to be bound by the Rulebook of 

the Repository, the Operating Procedures and the Applicable Publications (as defined in the 

Operating Procedures (e.g., message formats and messaging processes, procedures for use of 

the Web Front End, publications of security arrangements, publications of further 

specifications for Services, Important Notices)) issued thereunder, as each may be amended, 

supplemented or modified from time to time (the “Operating Procedures”) with respect to 

the services or systems provided or operated by the Repository.

The User hereby acknowledges receipt of the most current version, as of the Effective Date, of 

the Operating Procedures, Rulebook and DDR Disclosure Document. 

This User Agreement and the Operating Procedures, to the extent that they govern or relate 

to the relationship between the undersigned and the Repository, will be governed by the law of 

the State of New York, without regard to the conflicts of law provisions thereof.

View only access will be granted only where you are named as the legal entity (as provided) 

in the trade party field or in the execution agent field.
35

Legal Entity Name: 

[Print the name of the company]

Legal Entity Identifier(s) (“LEI”):

with an address at

[Insert address]

By: _______________________

[Signature]

Name: 

Title: 

DTCC Data Repository (U.S.) LLC

By: _________________________

[Signature]

Name:

Title:

Effective Date:
36

DDR User Supplement

DTCC DATA REPOSITORY (U.S.) LLC 

DDR SUPPLEMENT TO DTCC NON-U.S. USER AGREEMENT

Reference is made to the User Agreement indicated below (the “Existing User Agreement”) 

entered into between the trade repository indicated below and the undersigned on behalf of the 

entities party thereto. By signing below, the undersigned, on behalf of the entities listed on the 

undersigned’s DDR Service Request Form (Annex I) as amended from time to time, with respect 

to the reporting jurisdictions indicated for each such entity on such DDR Service Request Form 

(Annex I) as amended from time to time, agrees as follows:

- to be bound by the DDR Rulebook and Operating Procedures as may be amended from 

time to time;

- to be bound by the DDR Fee Schedule as may be amended from time to time;

- to have hereby acknowledged receipt of the DDR Disclosure Statement;

- □ if the box is checked at the beginning of this line, the Access Coordinators designated 

by the undersigned as Access Coordinators pursuant to the Existing User Agreement will 

also serve as Access Coordinators for the equivalent (as applicable) DDR systems and 

products; 

- □ if the box is checked at the beginning of this line, any third party submitter named 

pursuant to the Third Party Submitter Authorization Supplement to the Existing User 

Agreement will also serve as a Third Party Submitter for DDR;

- The agreement with the following DTCC trade repository shall be the Existing User 

Agreement for purposes of this Supplement (check only one):

□ DTCC Derivatives Repository Ltd □ DTCC Data Repository (Singapore)

Pte. Ltd.

□ DTCC Data Repository (Japan) KK □ Other _____________________________

[only fill in DTCC trade repository name]

- The Existing User Agreement together with the DDR Service Request Form (Annex I) as 

amended from time to time and as modified by this DDR Supplement shall constitute the 

DDR User Agreement.

This DDR Supplement and the DDR Operating Procedures, to the extent that they govern or 

relate to the relationship between the User and DDR will be governed by the law of the State of 
37

New York without regard to the conflicts of law provisions thereof. Each party irrevocably 

agrees that any dispute in relation to this DDR Supplement, or any non-contractual claim arising 

out of it, will be subject to the exclusive jurisdiction of the courts of New York State without 

regard to the conflicts of law provisions thereof.

For Canadian swap transaction submissions, the undersigned should complete the “DDR Canada 

– Local Counterparty” tab in Annex I to the DDR User Agreement with this supplement. 

This DDR User Agreement hereby applies to each entity/fund that is listed in the DDR Service 

Request Form (Annex I) as amended from time to time:

By: 

[Print the name of the company signing on behalf of the entity/fund (i.e., the name of Investment Company)]

as 

[Insert authorized role/capacity of the company above (i.e., Investment or Asset Manager)]

with an address at

[Insert address, including Country]

By:

[Signature]

Name: 

Title: 

DTCC Data Repository (U.S.) LLC

By:

 [Signature]

Name: 

Title: 

Effective Date: ___________
38

APPENDIX B: OPERATING PROCEDURES 

1. DTCC Data Repository (U.S.) LLC Operating Procedures 

2. Swap Data Repository Appendix to the DTCC Data Repository (U.S.) LLC Operating 

Procedures

3. Canadian Repository Appendix to the DTCC Data Repository (U.S.) LLC Operating 

Procedures
39

DTCC DATA REPOSITORY (U.S.) LLC

OPERATING PROCEDURES

1. Introduction

DTCC Data Repository (U.S.) LLC (the “Company” or “DDR”), a New York limited 

liability company, has entered into User Agreements with various institutions that are 

potential users (each, a “User”) of one or more services (each, a “Service”) to be 

provided by the Company. The automated systems or other mechanisms through which 

the Company provides the Services are referred to herein as the “System.”

As used in these Operating Procedures, the term “User” shall also include a Third Party 

Submitter as defined in the Appendices to these Operating Procedures, except as 

provided therein or as the context may otherwise require.

2. User Information; Non-Repudiation 

a. The Company will maintain for the benefit of Users a database that (A) assigns to 

each User a unique alpha-numeric identifier and (B) groups Users into families (each, 

a “Family”) as directed by the Users (through User Agreements or in such other 

manner as designated by the Company from time to time) that desire to be so 

grouped. (The Company may use for this purpose a uniform counterparty identifier, 

such as a Legal Entity Identifier or Global Markets Entity Identifier, or similar 

identifier provided or required by a regulator or provided by a third party acceptable 

to the Company.) Users may access the System through (i) computer-to-computer 

links (“Computer-to-Computer Links”), (ii) a secure Web front end (the “Web Front 

End”), or (iii) other means of access designated by the Company from time to time, in 

each case supported by or on behalf of the Company for the purpose, among possible 

others, of effecting electronic submission of records of eligible transactions, all in the 

manner and subject to the security arrangements established by the Company from 

time to time, as set forth in the Company’s Applicable Publications (described 

below). The security arrangements established by the Company will include (a) 

means of determining whether particular records were submitted to the System 

through Computer-to-Computer Links established with a particular User or its Family 

or (b) access to the Web Front End by means of digital certificate(s) and password(s), 

or other secure identifiers, assigned to that User or its Family. Records submitted to 

the System (as described below) indicating a particular User as the submitting party 

(through an identifier referred to above) shall be conclusively presumed to have been 

duly authorized by the User whenever such records are so determined to have been 

submitted through Computer-to-Computer Links established with that User or its 

Family, or through access of the Web Front End by means of the digital certificate(s) 

and password(s), or other secure identifiers, assigned to that User or its Family. If a 
40

User submits a record for another User that is a member of the same Family, the 

record shall be conclusively presumed to have been made on behalf of such other 

Family member and to have been duly authorized by such other Family member.

b. Records submitted to the System (as described below) indicating a particular User as 

the submitting party (through an identifier referred to above) shall be conclusively 

presumed to have been duly authorized by the User, or in the case of a Third Party 

Submitter, the parties to the transaction submitted, whenever such records are so 

determined to have been submitted through Computer-to-Computer Links established 

with that User or its Family, or through access of the Web Front End by means of the 

digital certificate(s) and password(s), or other secure identifiers, assigned to that User 

or its Family. 

c. If a User submits a record for another User that is a member of the same Family, the 

record shall be conclusively presumed to have been made on behalf of such other 

Family member and to have been duly authorized by such other Family member.

d. The Company may, at its sole discretion, permit the User to submit certain revised 

documents by e-mail or other electronic means which the Company may adopt from 

time-to-time, which on submission shall supplement the pre-existing document as 

part of this Agreement. The Company is entitled to regard the instructions received in 

this manner as a valid instruction and consent from the User and will not be 

responsible for confirming or verifying the validity or accuracy of the instruction 

received. The submitting User represents and warrants that it has valid authority or 

consent to submit such instruction.

e. The Company may designate certain documents as “Applicable Publications,” which 

may include publications of message formats and messaging processes for Computerto-Computer Links and of procedures for use of the Web Front End, publications of 

security arrangements, publications of further specifications for Services or the 

System and any other publications, forms or notices that the Company deems to be an 

Applicable Publication including the Company Rulebook, as amended from time-totime. Such Applicable Publications, as well as modifications to these Operating 

Procedures and other notices from time to time, will be announced to Users through 

the issuance of important notices or by posting such notice on the Company’s website 

(each, an "Important Notice"), which will be made available to Users in accordance 

with the "Notices" section set forth under "Important Legal Information" below. 

3. How the System Works

The System is intended to provide Users with certain Services, in each case as set forth in 

more detail in an appendix or supplement to these Operating Procedures. 

 Transmission of Records from Users to the System. Services may entail submission of 

one or more records or messages (“Records”) by or on behalf of Users to the System, for 
41

processing, transmission, generation of reports or for other purposes. The Company may 

establish record descriptions (“Record Descriptions”), message formats, messaging 

processes and other specifications from time to time for use in submitting Records to the 

System. Records improperly formatted or containing data elements not conforming to 

such descriptions, formats, processes or specifications may be rejected by the Company 

in its discretion. Publications of Record Descriptions, message formats and messaging 

processes and specifications will be announced to Users through an Important Notice or

Applicable Publications. Each User agrees with the Company to use the System in 

accordance with the most up-to-date version of such procedures and publications made 

available by the Company from time to time. The Company may also establish 

procedures for the back loading of existing Records, and may establish different Record 

Descriptions, message formats, messaging processes and other specifications for that 

purpose. 

 Termination of Use of Services. Subject to any specific termination procedures set forth 

in an appendix or supplement for a particular Service, each User may terminate its use of 

the Services upon at least two New York business days’ notice to the Company. (Such 

termination may or may not be made in connection with any notice of a prospective 

modification to these Operating Procedures pursuant to paragraph 3 under Important 

Legal Information below.) Upon termination, all attempted submissions of Records by or 

on behalf of the terminating User shall not be permitted by the System and the Records of 

the terminating User shall not be subject to change in status as the result of any such 

attempted submission of Records. In addition, the terminating User shall be afforded the 

opportunity to use the Web Front End to search all transactions and, to the extent then 

permitted by the Web Front End, to “download” all Records found, with accompanying 

System assigned statuses. (All such Records will also have previously been transmitted 

to Users having Computer-to-Computer Links.) The terminating User shall not accrue 

fee obligations from the effective date of the termination onwards, but all other 

obligations and rights of the terminating User under these Operating Procedures shall 

survive termination of use of the Services. The Company may continue to maintain and 

disclose Records relating to the User as provided in these Operating Procedures or as 

required by Applicable Law after termination of use of the Services.
42

Important Legal Information

1. Copyright

These DTCC Data Repository (U.S.) LLC Operating Procedures, as amended, 

supplemented or modified from time to time, and together with any appendix, 

annex or supplement hereto as well as the DDR Rulebook and DDR User 

Agreements (these “Operating Procedures”) are copyright © 2011, 2012, 2013

and 2014 by DTCC Data Repository (U.S.) LLC.

The Operating Procedures (including, without limitation, any text, image, logo 

compilation code and/or design) are proprietary and protected by copyright, and is 

exclusive for use by the Company and Users. Each User is granted, only for so 

long as it is a User, a personal limited, non-exclusive, non-transferable, nonsublicensable and freely revocable license to use this publication solely for its 

own internal business purposes in connection with access to and use of the 

System, with the right to make copies as reasonably necessary for such use and 

the right to download and store this publication on a computer of such User, in 

each case subject to the terms and conditions set forth herein. When such User 

ceases being a User, such User shall use its reasonable efforts to promptly return 

to the Company, or destroy, all copies of this publication then in its possession, 

including any copies held in any format in any electronic media; provided that 

such User shall not be obligated to take such action if doing so would be 

inconsistent with applicable law or such User’s internal record retention policies. 

Except as authorized by the foregoing, no part of this publication may be printed, 

stored, reproduced, copied, altered, modified, posted, distributed, transmitted, 

displayed, published, sold, licensed or used in any form or by any means (other 

than for the User’s own internal purposes in connection with the User’s use of the 

System), without the Company’s prior written approval.

2. Terms of Use 

Users must satisfy themselves that the use of the System and the Services, 

including the submission and use of Records, will meet the requirements of any 

law, rule or regulation (“Applicable Law”) to which they are subject. The 

Company is not making, and hereby expressly disclaims, any representations or 

warranties as to the status of Records submitted to the System by or on behalf of 

Users under Applicable Law or any contractual arrangements involving Users, 

including without limitation as to the enforceability of contracts described in 

Records. 

Each User agrees that it will not (i) claim, solely on the basis of the electronic 

nature of the System, that any Record is inadmissible in a court of law or other 

proceeding or (ii) object, solely on the basis of the electronic nature of the 

System, to the admission of any Record in a court of law or other proceeding.
43

Each User agrees that it will not assign or otherwise transfer its rights or 

obligations hereunder or under its User Agreement to any third party without the 

Company’s express written consent, which consent shall not be unreasonably 

withheld or delayed, and any such assignment or transfer without consent shall be 

null, void and without effect. Each User agrees that the Company may from time 

to time assign or transfer its rights and/or obligations hereunder or under a User 

Agreement, in whole or in part, in each case without the consent of any User; 

provided, however, that any transferee who assumes any obligations for SDR 

Services will have obtained necessary registration and authorizations to provide 

such services under Applicable Law. The Company will notify Users of any such 

action pursuant to Section 3 below. 

The contents of these Operating Procedures may be updated periodically, possibly 

in different formats. The most current version of these Operating Procedures, as 

well as Important Notices that address the contents of these Operating Procedures 

and Applicable Publications, will be made available by the Company to Users 

from time to time in accordance with “Notices” below. The Company will not be 

responsible for losses, costs or expenses arising from any failure of Users to 

follow the Company’s most current Operating Procedures and/or Applicable 

Publications. Users may direct inquiries about these Operating Procedures, as 

well as requests for additional copies, to DTCC Data Repository (U.S.) LLC, 55 

Water Street, New York, New York, 10041, Attention: Counsel or to 

pgottlieb@dtcc.com or to such other email address as the Company shall notify 

Users from time to time. 

Each User waives any claim that it may have against the Company or any other 

person with respect to a business decision by such other person not to commence 

using the System or to terminate use of the System.

Each User and the Company agree that the User’s User Agreement and these 

Operating Procedures are intended to establish a contractual relationship solely 

between such User and the Company and further that there are no intended or 

unintended third party beneficiaries of the agreements of such User and the 

Company hereunder.

3. Notices

The Company shall provide to Users or prospective Users any disclosure 

document with respect to the Company’s Services and Systems required to be 

provided under Applicable Law.

The Company will provide 10 New York business days’ prior notice to each User 

of any material modification, amendment or supplement to these Operating 

Procedures and any Applicable Publication. Any such modification, amendment 

or supplement shall have been approved by the Board of Directors of the 

Company, any successor oversight body, or, in either case, its designee(s) (the 

“DDR Board”). Any such notice, together with any Important Notice and any 
44

other notice from the Company to a User under these Procedures or under any 

agreement between the Company and a User, shall be sufficiently served on such 

User if the notice is electronically made available or transmitted to such User by 

any means normally employed by the Company for the delivery of electronic 

communications to such User. Alternatively, any such notice shall be sufficiently 

served on such User if it is in writing and delivered or mailed to the address most 

recently provided by such User to the Company in writing as being applicable for 

such purpose. Any such notice to a User, if made available or transmitted 

electronically, shall be deemed to have been given, respectively, at the time of 

availability or transmission. Any such notice to a User, if delivered or mailed in 

writing, shall be deemed to have been given at the time of receipt. Any notice 

from a User to the Company, including any notice under any agreement between 

the Company and the User, shall be sufficiently served on the Company if the 

notice is in writing and delivered to the Company, care of The Depository Trust & 

Clearing Corporation, 55 Water Street, New York, New York, 10041, Attention: 

General Counsel’s Office, or if sent via email, to pgottlieb@dtcc.com or to such 

other email address as the Company shall notify Users from time to time. Any 

notice to the Company shall be deemed to have been given when received by the 

Company at the address specified above.

4. Provision and Use of the Services

The Company shall retain exclusive control over the Services and the System 

through which they are provided. The Company shall be entitled, to the extent 

permitted by Applicable Law, to deny an application to become a User or to 

involuntarily terminate a User’s use of the SDR Services and the DDR System 

upon written notice, and the Company has adopted appropriate procedures in its 

Rulebook under which such a denial or termination may occur. Each User is 

solely responsible for any equipment and software necessary for such User to 

access and use the System. Each User agrees that the System may not be used by 

any person in any jurisdiction where the Operating Procedures or use of the 

System would be contrary to any Applicable Law. Each User agrees that its 

access to and use of the Services and the System, and any activity that such User 

undertakes in connection therewith will at all times comply with Applicable Law. 

Each User that is a regulated entity agrees with the Company that such User will 

be solely responsible for complying with all requirements under Applicable Law 

with respect to record keeping and the maintenance of its books and records, and 

the Company makes no representation that the System will satisfy such 

requirements.

Each User agrees with the Company that such User will pay to the Company such 

fees and charges for use of the Services as shall be specified from time to time on 

the Company’s website.
45

Each User that has, or has an affiliate that has, a daily money settlement account 

at The Depository Trust Company (“DTC”) hereby agrees on behalf of itself or 

such affiliate that all such fees and charges shall be paid on a monthly basis 

through such a daily money settlement account in such manner as determined by 

the Company from time to time. The Company may from time to time make 

alternate forms of payment available to each such User. If a User does not have, 

or does not have an affiliate that has, a daily money settlement account at DTC, 

the Company shall specify alternate forms of payment to such User. Such an 

alternate form of payment may include, for a User that has, or has an affiliate that 

has, a money settlement account at another subsidiary of The Depository Trust & 

Clearing Corporation, a payment through such money settlement account.

Without limiting any other provisions of the Operating Procedures, to the extent 

that a User is located within the United States, or is otherwise subject to the 

jurisdiction of the United States, such User certifies the following in connection 

with Records submitted by it or on its behalf: 

User is a U.S. person as defined by applicable regulations administered and 

enforced by Office of Foreign Assets Control (“OFAC”). User agrees that it is 

thereby subject to such regulations and User agrees that it has implemented a 

program reasonably designed to comply with such regulations. As part of its 

OFAC compliance program, User also certifies that it has screened and will 

continue to periodically screen against the most recent version of OFAC’s List 

of Blocked Persons, Specially Designated Nationals, Specially Designated 

Terrorists, Specially Designated Global Terrorists, Foreign Terrorist 

Organizations and Specially Designated Narcotics Traffickers (collectively 

referred to as the “SDN List”) the name and address of any party and/or any 

counterparty to a transaction for which it submits a Record or a Record is 

submitted on its behalf.

5. Access to the System and Security

Each User agrees with the Company to abide by all security procedures specified 

by the Company to the User in the Applicable Publications or as posted on the 

Company’s website and will take reasonable steps to maintain the confidentiality 

and integrity of such security procedures. Each User will not knowingly or 

negligently introduce or permit the introduction of any computer viruses, worms, 

Trojan horses or other harmful codes into the System. Each User agrees with the 

Company that such User is responsible for preventing unauthorized access to the 

System. The Company shall comply with its security procedures specified in the 

Applicable Publications or as posted on the Company’s website.

6. Representation and Warranties

By using the System and the Services, each User represents and warrants on a 

continuing basis that (a) it has the power and authority to enter into and perform 

its obligations under these Operating Procedures and its User Agreement, (b) 
46

these Operating Procedures and its User Agreement constitute valid, binding and 

enforceable obligations of such User, (c) such User’s access to and use of the 

System and the Services does not and will not violate any Applicable Law, and 

(d) access to the System will be limited to authorized personnel who will be using 

the System within the scope of their employment and solely for such User’s or its 

Family’s business purposes. The Company represents and warrants on a 

continuing basis that (a) it has the power and authority to enter into and perform 

its obligations under these Operating Procedures, (b) these Operating Procedures 

constitute valid, binding and enforceable obligations of the Company and (c) it is 

duly registered, designated, recognized or otherwise licensed as a trade repository

and authorized to provide the SDR Services.

7. Compliance with Applicable Law

Each User agrees with the Company that the Company and its affiliates may take 

or refrain from taking any action (including, without limitation, the disclosure of 

any information, including Confidential Information (as defined below), relating 

to such User or such User’s use of the System and the Services) that the Company 

or its affiliates consider necessary or appropriate to comply with Applicable Law 

or with any subpoena, order or request of any court, governmental, regulatory, 

self-regulatory, market or other relevant authority, agency or organization, or to 

enable the Company and its affiliates to continue to provide the Services and the 

System to the Users. Neither the Company nor its affiliates, nor any of their 

respective officers, directors, employees or other representatives, will be liable to 

any User or any other person, including without limitation, any members, 

participants or users of a Third Party Submitter, as a result of taking or refraining 

from taking any such action.

Without limiting the other provisions of the Operating Procedures, each User 

acknowledges and agrees that one or more competent governmental authorities 

may have access to the Company’s books and records and that the Company and 

its operations and premises may be subject to examination and/or inspection by 

competent governmental authorities, in each case in accordance with Applicable 

Law. Each User acknowledges and agrees that the Company shall have no 

responsibility or liability to such User with respect to such access, examination or 

inspection by such a governmental authority. 

8. Confidential Information and Use of Data

a. The Company and each User agrees that each will treat as confidential (both 

during and after the termination of a User’s access to the System) all Confidential 

Information. “Confidential Information” shall mean (i) with respect to the 

Company, transaction data specified in Records received by the Company and any 

data, reports, summaries or payment amounts which may be produced as a result 

of processing such transaction data, and (ii) with respect to any User, the technical 

specifications of the System (to the extent not publicly disclosed by the 
47

Company). Confidential Information shall not include data distributed to the 

public in accordance will Applicable Law.

b. Except as otherwise expressly provided herein, neither the Company nor a User 

will transfer or disclose Confidential Information to any third party (other than 

any member of the User’s Family, a counterparty to the relevant transaction 

described in such Confidential Information or, in the case of a User that is a Third 

Party Submitter, a party to the relevant transaction described in such Confidential 

Information or as expressly requested by a User or a counterparty to a transaction 

or to a third party service provider) or use such Confidential Information except 

as expressly contemplated under these Operating Procedures and the Applicable 

Publications or, in the case of the Company, as reasonably deemed necessary by 

the Company to provide the Services or the System in connection with the 

operation of such Service and in any case consistent with Applicable Law. In 

addition, the Company shall consent to the disclosure of Confidential Information 

to vendors or agents of the User as needed to permit such vendors or agents to 

assist the User in its use of the System or the Services, provided that such vendors 

or agents are authorized by Users to receive such Confidential Information. 

Confidential Information will not include (1) in the case of Confidential 

Information maintained by the Company, Confidential Information relating to a 

User that such User, or in the case of a User that is a Third Party Submitter, 

Confidential Information relating to a party to the transaction submitted that such 

party, has requested in writing that the Company release, and that the Company 

has agreed, on conditions determined by the Company in its discretion to release, 

(2) information that is, or becomes, known to the public other than through a 

breach by a User or the Company of these Operating Procedures, (3) information 

that is rightfully received by a User or the Company from a third party entitled to 

disclose it, or (4) information that is independently developed by a User or the 

Company without reference to such party’s Confidential Information. In addition, 

a User may disclose Confidential Information to the extent required by Applicable 

Law, including, without limitation, as required by subpoena, order or request of 

any court, governmental, regulatory, self-regulatory, market or other relevant 

authority, agency or organization, but such disclosure shall be only to the extent 

and only for so long as necessary to comply with such Applicable Law. 

c. Notwithstanding the foregoing, nothing herein shall prevent the Company or its 

affiliates from releasing or disclosing data to others provided that such data (i) 

shall be in a form that does not reveal, directly or indirectly, proprietary or 

confidential, financial, operational or trading data of a particular User or 

inappropriately arranged groups of Users (including, but not limited to, Users or 

groups of Users designated by size, market share, degree of use of the Service, or 

other similar indicator that may indicate the identity of the User or User group) or, 

in the case of a Third Party Submitter, parties to the transactions submitted, or (ii) 

shall consist of a compilation of aggregated anonymous historical data (except the 

Company shall have the right to disclose to a Third Party Submitter data relating 

to transactions submitted by such Third Party Submitter), subject to Applicable 
48

Law. Notwithstanding anything else contained in this Section 8, but subject to 

any specific provisions set forth in an Appendix to the Operating Procedures for a 

particular Service, the Company may (1) publicly disclose, and/or disclose to 

regulators, information relating to aggregate positions and transaction activity and 

other aggregate data, including information relating to position and transaction 

activity and other data of broad categories of Users (or, in the case of a User that 

is a Third Party Submitter, members, participants or users thereof) so long as such 

categories of Users (or such members, participants or users) are sufficiently 

populous so that individual Users’ (or such members’ participants’ or users’) 

positions and transaction activity and other data cannot be determined; and (2) 

publicly disclose, and/or disclose to regulators, anonymous data based on 

aggregates, including averages and means. 

d. Notwithstanding anything to the contrary herein, any sale or commercialization 

by the Company of data shall be subject to the Company’s policy related to the 

commercialization of data, as in effect from time to time, if any, and Applicable 

Law.

e. Subject to Applicable Law, each User will supply the Company with all 

information that reasonably is requested by the Company concerning such User 

and related to such User’s use of the System or the Services or that is reasonably 

and in good faith deemed by the Company to be necessary in connection with the 

Company’s obligations under Applicable Law. Each User acknowledges and 

agrees that the Company and its affiliates on behalf of the Company may monitor 

and record (x) such User’s use of the System or the Services and (y) telephone 

conversations with such User concerning the System or the Services. 

9. Limitation of Liability and Disclaimer

The Company will have no responsibility or liability for a Record submitted by 

any User that is improperly formatted or contains data elements not conforming to 

the applicable Record Description. While the Company may inform a User of 

such improper formatted or nonconforming data elements, the Company shall 

have no obligation to inform any User of such problems and the Company’s 

failure to so inform a User shall in no way signify that the Record was properly 

formatted and is conforming. The Company shall have no responsibility for 

ensuring that any Record submitted conforms in form and substance to the 

applicable Record Description.

The Company will have no responsibility or liability for the completeness or 

accuracy of any transaction data it receives from or on behalf of any User or 

provides to any regulator or publishes or for the successful completion of any 

transaction covered by any Record. The Company in no event guarantees that any 

party to a transaction covered by any Record will fulfill its obligations to the other 

party or parties to such transaction. 
49

The Services and the System are provided “as is.” The Company and its affiliates 

do not make any representation or warranty, express or implied, as to the 

Services, the System or any other matter. Each User hereby waives any implied 

warranty or similar protection under any Applicable Law that may be claimed to 

apply to the Services or the System. The Company does not warrant that any 

method of accessing the System is secure and will have no liability in connection 

with a User’s method of accessing the System.

The Company will not be liable to any User, or in the case of a User that is a 

Third Party Submitter, any member, participant or user of such Third Party 

Submitter, for any loss or damage of any kind directly or indirectly arising out of 

or related to such User’s participation in the Services or the System, including, 

without limitation, any loss or damage arising out of or related to any failure of 

information available on or through the System to be free of error and up to date, 

failure of the System to be free of viruses or similar defects or failure of the 

Company to maintain uninterrupted service or access or to adhere to its security 

procedures, except, in each case, to the extent that such loss or damage results 

from the Company’s negligence or willful misconduct; provided, however, that if 

such loss or damage does not arise from the Company’s gross negligence or 

willful misconduct (i.e., arises from simple negligence), the liability of the 

Company to any User shall be limited to an amount equal to the highest fees paid 

by the User to the Company during any one complete calendar month in the 

immediately preceding 12-calendar month period as imposed pursuant to the fee 

schedule posted on the Company’s website as amended from time to time (the 

“Fee Limit”). Each User agrees to, and shall, defend and indemnify each of the 

Company and each of its employees, officers, directors, shareholders, agents and 

professional advisors (each, an “Indemnified Person”) from and against all 

reasonable losses, liabilities, damages, judgments, settlements, fines, costs and 

expenses (including, without limitation, court costs, reasonable attorneys’ fees 

and disbursements and the expenses of enforcing this provision) (collectively, 

“Losses”) that such Indemnified Person may incur directly arising out of or 

directly relating to the acts or omissions of such User’s participation or failure to 

participate (for itself or on behalf of others) in the Services or the System, any 

unauthorized access to the System through such User’s interface with the System 

or any other matter directly relating to such User that is not the responsibility of 

the Company hereunder, except in each case to the extent that such Losses arise 

out of or relate to the Company’s negligence or willful misconduct; provided, 

however, that to the extent such Losses result from the Company’s simple 

negligence (as opposed to gross negligence or willful misconduct), such limitation 

on the User’s indemnity obligation shall be no greater than the amount of the Fee 

Limit. 

In no event shall the Company be liable for any indirect, consequential, special, 

exemplary, incidental, or punitive damages.

10. Governing Law; Submission to Jurisdiction; Waiver of Jury Trial
50

(a) These Operating Procedures shall be governed by and construed in 

accordance with the law of the State of New York without giving effect to the 

conflict of law principles thereof (other than section 5-1401 of the New York 

General Obligations Law).

(b) EACH OF THE COMPANY AND EACH USER IRREVOCABLY AND 

UNCONDITIONALLY (A) SUBMITS TO THE NON-EXCLUSIVE 

JURISDICTION OF ANY UNITED STATES FEDERAL OR NEW YORK 

STATE COURT SITTING IN NEW YORK CITY, AND ANY APPELLATE 

COURT FROM ANY SUCH COURT, FOR THE PURPOSE OF ANY ACTION, 

SUIT OR PROCEEDING BROUGHT TO ENFORCE ITS OBLIGATIONS 

HEREUNDER OR ARISING OUT OF OR RELATING IN ANY WAY TO 

THESE OPERATING PROCEDURES AND THE USE OF THE COMPANY’S 

SERVICES AND (B) WAIVES ANY OBJECTION WHICH IT MAY HAVE AT 

ANY TIME TO THE LAYING OF VENUE OF ANY ACTION, SUIT OR 

PROCEEDING BROUGHT IN ANY SUCH COURT, WAIVES ANY CLAIM 

THAT SUCH ACTION, SUIT OR PROCEEDING HAS BEEN BROUGHT IN 

AN INCONVENIENT FORUM AND FURTHER WAIVES THE RIGHT TO 

OBJECT, WITH RESPECT TO SUCH ACTION, SUIT OR PROCEEDING, 

THAT SUCH COURT DOES NOT HAVE ANY JURISDICTION OVER SUCH 

PARTY.

(c) EACH OF THE COMPANY AND EACH USER HEREBY 

IRREVOCABLY WAIVES ANY RIGHT THAT IT MAY HAVE TO TRIAL 

BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING 

OUT OF OR RELATING TO THESE OPERATING PROCEDURES.

11. Signatures

The Company may, at its option, in lieu of relying on an original signature, rely 

on a signature as if it were (and the signature shall be considered and have the 

same effect as) a valid and binding original signature in the following 

circumstances:

If such signature is transmitted, recorded or stored by any electronic, optical, or 

similar means (including but not limited to telecopy, imaging, xeroxing, 

electronic mail, electronic data interchange, telegram, or telex).
51

Swap Data Repository Appendix to the

DTCC Data Repository (U.S.) LLC Operating Procedures

SWAP DATA REPOSITORY 

I. INTRODUCTION 

The DTCC Data Repository (U.S.) LLC Data Repository for Swaps and Security-Based 

Swaps (the “Swap Data Repository”, “SDR” or “Company”) is implemented and maintained by 

the Company as a “swap data repository” as defined in and for purposes of the Commodity 

Exchange Act, as amended (the “CEA”), and the regulations thereunder, and a “security-based 

swap data repository” as defined in and for purposes of the Securities Exchange Act of 1934, as 

amended (the “Exchange Act”). The Swap Data Repository may also provide services in similar 

capacities under the laws of other jurisdictions, and may also provide such services with respect 

to transactions that are not swaps or security-based swaps for purposes of the CEA or the 

Exchange Act. 

Without limiting the foregoing, the SDR will, following its registration as a “swap data 

repository” under the CEA and/or “security-based swap data repository” under the Exchange 

Act, as applicable, (i) perform all of the required functions of a swap data repository under part 

49 of the regulations of the Commodity Futures Trading Commission (the “CFTC”); (ii) perform 

all of the required functions of a security-based swap data repository under Securities and 

Exchange Commission (“SEC”) Rules 13n-1 through 13n-11; (iii) accept, from or on behalf of 

Users, transaction and life-cycle data for swaps as specified in parts 43 and 45 of the CFTC 

regulations, as and when required to be reported to a swap data repository thereunder; (iv) 

accept, from or on behalf of Users, transaction and life-cycle data for security-based swaps as 

specified in SEC Regulation SBSR, as and when required to be reported to a security-based swap 

data repository thereunder; (v) verify and maintain swap and security-based swap data as 

required by such regulations; (vi) publicly disseminate in real-time and perform recordkeeping of 

swap data as and when required under part 43 and part 49 of the CFTC regulations, either 

directly or through one or more third parties; (vii) publicly disseminate security-based swap data 

as and when required under SEC Regulation SBSR, either directly or through one or more third 

parties; (viii) provide access to swap and security-based swap data to appropriate regulators as 

described herein and (ix) generate reports with respect to transaction data maintained in the Swap 

Data Repository, in each case as specified in further detail in the Operating Procedures and 

Applicable Publications.

The Swap Data Repository will be deemed a Service for purposes of the Operating 

Procedures; provided that in the event of any conflict between this Appendix and any other 

provision of the Operating Procedures (or the appendices thereto) in connection with the

operation of the Swap Data Repository, this Appendix shall govern. 

II. ELIGIBLE DERIVATIVE TRANSACTIONS 

The Company will specify from time to time by Important Notice or through Applicable 

Publications or as posted on the Company’s website the asset classes and transaction types for 
52

derivatives transactions (“Eligible Derivative Transactions”) for which it will act as a Swap Data 

Repository, which will initially include credit derivatives, equity derivatives, interest rate 

derivatives, foreign exchange derivatives and other commodity derivatives. 

III. SUBMISSION OF TRANSACTION DATA 

The Company shall specify in these Operating Procedures, by Important Notice, 

Applicable Publications or as posted on the Company’s website the information required or 

permitted to be included in records submitted to the Swap Data Repository by or on behalf of 

Users with respect to Eligible Derivative Transactions (“SDR Records”) and the manner in 

which SDR Records may be submitted. For the avoidance of doubt, the Company may specify 

different templates, standards and procedures for SDR Records for different types of Eligible 

Derivative Transactions and different events with respect thereto, subject to Applicable Law. 

The Company will also specify in these Operating Procedures, by Important Notice, Applicable 

Publications or as posted on the Company’s website the manner in which SDR Records may be 

updated by or on behalf of Users. All SDR Records included or to be included in the Swap Data 

Repository from time to time shall be subject to the provisions set forth in this Appendix and the 

Company’s Important Notices, Applicable Publications and as posted on the Company’s website, 

each as may be amended from time to time. 

Data contained in SDR Records will be subject to validation in accordance with the 

validation rules specified by the Company from time to time through Applicable Publication, 

Important Notice or as posted on the Company’s website. Consistent with Applicable Law, the 

Company may establish deadlines for the submission of SDR Records for purposes of complying 

with any periodic reporting to be provided by the Company or other purposes consistent with 

Applicable Law.

The Company may enter into arrangements with one or more Users (each, a “Third Party 

Submitter”), including without limitation confirmation and matching platforms, swap execution 

facilities, security-based swap execution facilities, derivatives clearing organizations and 

securities clearing agencies, that will be permitted to submit SDR Records for Eligible 

Derivative Transactions on behalf of other Users. The Company may require a User to provide 

authorization, in a form and manner to be specified by the Company, for Third Party Submitters 

to submit SDR Records on its behalf. The Company may disclose Confidential Information to 

Third Party Submitters as necessary to validate information in SDR Records or otherwise 

provide the Services. 

The Company may also designate that certain Third Party Submitters may submit SDR 

Records on behalf of Users and other non-User persons that are party to the transactions 

described in SDR Records (“Other Identified Parties”), without specific authorization by such 

Users or Other Identified Parties, subject to any terms (including as to authentication or trusted 

source procedures) set forth in Applicable Publications. The Company shall have no obligation 

or liability to Other Identified Parties named in an SDR Record submitted to the Company other 

than to maintain such SDR Record and provide reporting with respect thereto as required by 

Applicable Law (and any liability of the Company to Other Identified Parties with respect to 

such matters shall be limited to the same extent as its liability to Users). Each Third Party 

Submitter will be deemed to represent to the Company that it has obtained all necessary 
53

authorization or permission, to the extent required by Applicable Law, to submit SDR Records 

on behalf of Other Identified Parties and for such SDR Records to be maintained by the 

Company as provided herein. 

The Company may establish one or more procedures through which Users will be 

required to verify the accuracy of SDR Records maintained by the Company (“Verification 

Procedures”), including without limitation in situations where the User is not the reporting party 

specified under Applicable Law to submit the SDR Record. Each User agrees to comply with all 

Verification Procedures applicable to SDR Records relating to its Eligible Derivative 

Transactions.

The Company shall maintain all SDR Records in accordance with Applicable Law. 

IV. REPORTS AND REGULATORY ACCESS

The Company will prepare from time to time reports based on SDR Records (“Reports”) 

as may be required by Applicable Law or requested by appropriate regulators. Reports may be 

prepared on an aggregate basis for all Users and/or on a submitting User basis and may have 

subcategories for product type, counterparty and other relevant categories.

Each User will have access to Reports with respect to SDR Records submitted by it or on 

its behalf and SDR Records for which it is named as a party to the relevant Eligible Derivative 

Transaction, and Reports prepared on an aggregate basis for all Users. 

Each User will designate, in a manner to be specified by the Company, the regulator or 

regulators that are to have access to Reports with respect to SDR Records relating to its Eligible 

Derivative Transactions (each, a “Designated Regulator”). In addition, the CFTC will be 

deemed to be a Designated Regulator for SDR Records for Eligible Derivative Transactions that 

are swaps, and the SEC will be deemed to be a Designated Regulator for SDR Records for 

Eligible Derivative Transactions that are security-based swaps. The Company will provide a 

facility for each Designated Regulator for a particular User to have electronic access to such 

Reports with respect to such User’s SDR Records, as well as Reports prepared on an aggregate 

basis for all Users. 

The reports and access provided pursuant to this Section IV shall be in addition to the 

Company’s rights to disclose information pursuant to Sections 7 and 8 of the Important Legal 

Information Section of the Operating Procedures. The Company will also provide access to SDR 

Records to the United States Department of Justice as required by part 49.12(c) of the CFTC

regulations. 

V. PUBLIC DISSEMINATION OF TRANSACTION DATA

The Company will comply with the requirements for recordkeeping and public 

dissemination of data contained in SDR Records, as, when and to the extent provided by part 43 

and part 49.15 of the CFTC Rules, in the case of Eligible Derivative Transactions that are swaps, 

or by SEC Regulation SBSR, in the case of Eligible Derivative Transactions that are securitybased swaps. The Company may perform such public dissemination on its own or through one 

or more third parties (which may include affiliates of the Company), as determined by the 
54

Company from time to time under arrangements acceptable to the Company, subject to the 

requirements of Applicable Law. The Company may designate from time to time, through 

Important Notice, Applicable Publications or as posted on the Company’s website, standards and 

procedures for such public dissemination of data. Each User consents to such public 

dissemination of data contained in SDR Records relating to its Eligible Derivative Transactions. 

VI. CORRECTION OF RECORDS; RESOLUTION OF DISPUTES 

In the event that the Users to an Eligible Derivative Transaction agree that SDR Records 

submitted to or maintained by the Company contain erroneous information (e.g., through a 

mutual mistake of fact), such Users may correct such erroneous information in accordance with 

the procedures outlined in Rule 10.1.1 of the Rulebook. 

In the event of a dispute between Users as to whether an SDR Record contains erroneous 

information the User shall follow the procedures outlined in Rule 10.1.2 of the Rulebook to 

resolve such disputes. 

VII. CERTAIN LEGAL MATTERS 

The Company shall not be responsible for a User’s failure to properly and accurately 

report in a timely fashion its positions in Eligible Derivatives Transactions through submission 

of SDR Records, a User’s failure to timely comply with Verification Procedures with respect 

thereto, or any failure by a Third Party Submitter to properly and accurately report in a timely

fashion data to be submitted in SDR Records, in any such case in accordance with this Appendix 

and the Operating Procedures or Applicable Publications, or for any consequences thereof (legal, 

regulatory or otherwise). Except as required by Applicable Law or as provided in the Operating 

Procedures, the Company will not be responsible for confirming or verifying any such 

information, and will base public dissemination and Reports solely on the information provided 

by or on behalf of Users.

Without limiting any other provision of the Operating Procedures and Applicable 

Publications, each User consents to the preparation and disclosure of Reports with respect to its 

SDR Records as set forth in this Appendix and other access to its SDR Records by a Designated 

Regulator. Each User agrees that the Company shall not be responsible for any use (or non-use) 

of a Report or other information by a Designated Regulator (or any person to which a Designated 

Regulator may disclose such Report or other information), or any consequences thereof. 

The Company’s governance arrangements are intended to be transparent to support, 

among other things, the objectives of the U.S. Federal Government pursuant to section 21(f)(2) 

of the CEA.
55

Canadian Repository Appendix to the

DTCC Data Repository (U.S.) LLC Operating Procedures

CANADIAN SWAP DATA REPORTING SERVICE

I. INTRODUCTION 

The DTCC Data Repository (U.S.) LLC ( “DDR” or “Company”) has been designated 

under section 21.2.2 of the Securities Act (Ontario) and section 31.6 of the Securities Act 

(Manitoba) and recognized under sections 12 and 14 of the Derivatives Act (Quebec), and such 

other trade repository statutes or legislation in the Canadian provinces as may from time to time 

designate or recognize DDR, as a trade repository for records submitted by or on behalf of Users 

from time to time (“Records”) with respect to one or more categories or types of derivatives 

transactions (“Derivatives Transactions”) or the status thereof or events with respect thereto, in 

each case as may be specified by the Company, and as a source for generation of reports 

(“Reports”) relating to such transactions to Users and applicable regulatory or supervisory 

authorities as specified herein. The Company may also provide services in similar capacities 

under the laws of other jurisdictions. 

Without limiting the foregoing, the Company will (i) perform all of the required functions 

of a trade repository under the applicable regulations (“Canadian TR Regulations”) of the 

Ontario Securities Commission (the “OSC”), the Manitoba Securities Commission (“MSC”) and 

Autorité des marches financiers (“AMF”) and such other Canadian regulators as have designated 

or recognized DDR as a trade repository (together, the “Canadian Regulators”); (ii) accept, from 

or on behalf of Users, transaction and life-cycle data for swaps, as and when required to be 

reported to a trade repository under the Canadian TR Regulations; (iii) verify and maintain swap 

data as required by such regulations; (iv) publicly disseminate and perform recordkeeping of 

swap data as and when required under the Canadian TR Regulations, either directly or through 

one or more third parties; (v) provide access to swap data to appropriate regulators as described 

herein and (vi) generate reports with respect to transaction data maintained in the Company, in 

each case as specified in further detail in the Operating Procedures and Applicable Publications.

The Canadian Swap Data Reporting Service will be deemed a Service for purposes of the 

Operating Procedures; provided that in the event of any conflict between this Appendix and any 

other provision of the Operating Procedures (or the appendices thereto) in connection with the 

Derivatives Transactions (and related Records) included or to be included in DDR for the 

purposes of reporting such transactions to Canadian Regulators, this Appendix shall govern. 

II. DERIVATIVE TRANSACTIONS 

Derivatives Transactions eligible for the Canadian Swap Data Reporting Service include

those derivatives transactions prescribed by Canadian TR Regulations, including equity 

derivatives, interest rate derivatives, credit derivatives, foreign exchange derivatives and 

commodity derivatives as well as such other derivative transactions, in each case of a type 

specified by the Company from time to time through Applicable Publications or by Important 

Notice (“Eligible Derivative Transactions”). 
56

III. SUBMISSION OF TRANSACTION DATA 

The Company shall specify in these Operating Procedures, by Important Notice, 

Applicable Publications or as posted on the Company’s website the information required or 

permitted to be included in Records submitted to the Company by or on behalf of Users with 

respect to Eligible Derivative Transactions and the manner in which such Records may be 

submitted. For the avoidance of doubt, the Company may specify different templates, standards 

and procedures for Records for different types of Eligible Derivative Transactions and different 

events with respect thereto, subject to Applicable Law. The Company will also specify in these 

Operating Procedures, by Important Notice, Applicable Publications or as posted on the 

Company’s website the manner in which Records may be updated by or on behalf of Users. All 

Records included or to be included in the Canadian Swap Data Reporting Service from time to 

time shall be subject to the provisions set forth in this Appendix and the Company’s Important 

Notices, Applicable Publications and as posted on the Company’s website, each as may be 

amended from time to time. 

Data contained in Records will be subject to validation in accordance with the validation 

rules specified by the Company from time to time through Applicable Publication, Important 

Notice or as posted on the Company’s website. Consistent with Applicable Law, the Company 

may establish deadlines for the submission of Records for purposes of complying with any 

periodic reporting to be provided by the Company or other purposes consistent with Applicable 

Law.

The Company may enter into arrangements with one or more persons (each, a “Third 

Party Submitter”), including without limitation confirmation and matching platforms, swap 

execution facilities, security-based swap execution facilities, derivatives clearing organizations 

and securities clearing agencies, that will be permitted to submit Records for Eligible Derivative 

Transactions on behalf of other Users. The Company may require a User to provide 

authorization, in a form and manner to be specified by the Company, for Third Party Submitters 

to submit Records on its behalf. The Company may disclose Confidential Information to Third 

Party Submitters as necessary to validate information in Records or otherwise provide the 

Services. 

The Company may also designate that certain Third Party Submitters may submit 

Records on behalf of Users and other non-User persons that are party to the transactions 

described in Records (“Other Identified Parties”), without specific authorization by such Users or 

Other Identified Parties, subject to any terms (including as to authentication or trusted source 

procedures) set forth in Applicable Publications. The Company shall have no obligation or 

liability to Other Identified Parties named in a Record submitted to the Company other than to 

maintain such Record and provide reporting with respect thereto as required by Applicable Law 

(and any liability of the Company to Other Identified Parties with respect to such matters shall be 

limited to the same extent as its liability to Users). Each Third Party Submitter will be deemed 

to represent to the Company that it has obtained all necessary authorization or permission, to the 

extent required by Applicable Law, to submit Records on behalf of Other Identified Parties and 

for such Records to be maintained by the Company as provided herein. 

The Company may establish one or more procedures through which Users will be 
57

required to verify the accuracy of Records maintained by the Company (“Verification

Procedures”), including without limitation in situations where the User is not the reporting party 

specified under Applicable Law to submit the Record. Each User agrees to comply with all 

Verification Procedures applicable to Records relating to its Eligible Derivative Transactions.

The Company shall maintain all Records in accordance with Applicable Law. 

IV. REPORTS AND REGULATORY ACCESS

The Company will prepare from time to time reports based on Records (“Reports”) as 

may be required by Applicable Law or requested by appropriate regulators. Reports may be 

prepared on an aggregate basis for all Users and/or on a submitting User basis and may have 

subcategories for product type, counterparty and other relevant categories.

Each User will have access to Reports with respect to Records submitted by it or on its 

behalf and Records for which it is named as a party to the relevant Eligible Derivative 

Transaction, and Reports prepared on an aggregate basis for all Users. 

Each User will designate, in a manner to be specified by the Company, the regulator or 

regulators that are to have access to Reports with respect to Records relating to its Eligible 

Derivative Transactions (each, a “Designated Regulator”). In addition, the Canadian Regulators 

will be deemed to be a Designated Regulator for Records for Eligible Derivative Transactions

submitted to the Canadian Swap Data Reporting Service. The Company will provide a facility 

for each Designated Regulator for a particular User to have electronic access to such Reports 

with respect to such User’s Records, as well as Reports prepared on an aggregate basis for all 

Users. 

The reports and access provided pursuant to this Section IV shall be in addition to the 

Company’s rights to disclose information pursuant to Sections 7 and 8 of the Important Legal 

Information Section of the Operating Procedures. 

V. PUBLIC DISSEMINATION OF TRANSACTION DATA

The Company will comply with the requirements for recordkeeping and public 

dissemination of data contained in Records, as, when and to the extent provided by Canadian TR 

Regulations. The Company may perform such public dissemination on its own or through one or 

more third parties (which may include affiliates of the Company), as determined by the 

Company from time to time under arrangements acceptable to the Company, subject to the 

requirements of Applicable Law. The Company may designate from time to time, through 

Important Notice, Applicable Publications or as posted on the Company’s website, standards and 

procedures for such public dissemination of data. Each User consents to such public 

dissemination of data contained in Records relating to its Eligible Derivative Transactions. 

VI. CORRECTION OF RECORDS; RESOLUTION OF DISPUTES 

In the event that the Users to an Eligible Derivative Transaction agree that Records 

submitted to or maintained by the Company contain erroneous information (e.g., through a 
58

mutual mistake of fact), such Users may correct such erroneous information in accordance with 

the procedures outlined in Rule 10.1.1 of the Rulebook. 

In the event of a dispute between Users as to whether an Record contains erroneous 

information the User shall follow the procedures outlined in Rule 10.1.2 of the Rulebook to 

resolve such disputes. 

VII. CERTAIN LEGAL MATTERS 

The Company shall not be responsible for a User’s failure to properly and accurately 

report in a timely fashion its positions in Eligible Derivatives Transactions through submission 

of Records, a User’s failure to timely comply with Verification Procedures with respect thereto, 

or any failure by a Third Party Submitter to properly and accurately report in a timely fashion 

data to be submitted in Records, in any such case in accordance with this Appendix and the 

Operating Procedures or Applicable Publications, or for any consequences thereof (legal, 

regulatory or otherwise). Except as required by Applicable Law or as provided in the Operating 

Procedures, the Company will not be responsible for confirming or verifying any such 

information, and will base public dissemination and Reports solely on the information provided 

by or on behalf of Users.

Without limiting any other provision of the Operating Procedures and Applicable 

Publications, each User consents to the preparation and disclosure of Reports with respect to its 

Records as set forth in this Appendix and other access to its Records by a Designated Regulator. 

Each User agrees that the Company shall not be responsible for any use (or non-use) of a Report 

or other information by a Designated Regulator (or any person to which a Designated Regulator 

may disclose such Report or other information), or any consequences thereof. 
59

APPENDIX C: INFORMATION PRIVACY POLICY OF DTCC DATA 

REPOSITORY (U.S.) LLC SDR 

1. Information Privacy Policy of DTCC Data Repository (U.S.) LLC SDR 
60

INFORMATION PRIVACY POLICY OF

DTCC DATA REPOSITORY (U.S.) LLC 

As of — August 2014

SCOPE AND APPLICABILITY OF PRIVACY POLICY 

This Privacy Policy summarizes the general policies of DTCC Data Repository (U.S.) LLC ( 

“DDR”) regarding the collection and use of “SDR Information,” “Section 8 Material,” as such 

terms are defined by the Commodity Futures Trading Commission (“CFTC”), together with 

certain intellectual property such as trading strategies or portfolio positions that DDR receives or 

may discern from the data received. The CFTC defines “SDR Information” as “any information 

that the swap data repository receives or maintains.” The CFTC defines “Section 8 Material” as 

the “business transactions, trade data, or market positions of any person and trade secrets or 

names of customers.” The CFTC has explained that Section 8 Material would typically include 

trade data, position data, business transactions, trade secrets and any other non-public personal 

information about a market participant or any of its customers. For purposes of this policy, SDR 

Information and Section 8 Material, together with covered intellectual property, are collectively 

referred to as “DDR Confidential Information.” “DDR Confidential Information” does not 

include data that are related to real-time public reporting (which by its nature is publicly 

available) or aggregated data that cannot be attributed to individual transactions or market 

participants.

For purposes of this Privacy Policy, “SDR Services” is defined as the services provided by DDR 

to its Users and to appropriate regulators, including the CFTC, the Ontario Securities 

Commission (“OSC”), Autorité des Marchés Financiers (“AMF”) and The Manitoba Securities 

Commission (“MSC”), pursuant to part 49 of the CFTC Rules and the applicable rules 

promulgated by the OSC, AMF and MSC respectively (“Applicable Law”) and the DDR’s 

Operating Procedures.
61

LIMITED USE OF DDR CONFIDENTIAL INFORMATION

As described herein, it is the policy of DDR not to use, or disclose, DDR Confidential 

Information except in connection with the provision of SDR Services and in a manner consistent 

with applicable confidentiality policies, as well as with CFTC and other regulatory requirements 

(or otherwise in accordance with law or legal processes). 

In general, it is the policy of DDR not to use, or allow the use of, DDR Confidential Information 

for commercial or marketing purposes. DDR may, however, use DDR Confidential Information 

for commercial or marketing purposes when such use is authorized in writing by the applicable 

reporting entities and pursuant to Applicable Law. 

NON-DISCLOSURE OF DDR CONFIDENTIAL INFORMATION

It is the policy of DDR to limit the disclosure of DDR Confidential Information and to restrict 

access to such information to those staff members who reasonably need access to such 

information in order to fulfill their duties and responsibilities to the DDR or as otherwise 

appropriate and consistent with this Privacy Policy. These staff members are required to comply 

with applicable administrative, technical and physical safeguards for the protection of such 

information.

DDR will limit disclosures of DDR Confidential Information to third parties (including affiliates 

of DDR unless otherwise permissible under regulation or express written consent by the swap 

dealer, counterparty or any other registered entity that submits swap data) to those disclosures 

that are usual, appropriate, or acceptable to carry out the SDR Services or fulfill the legal 

obligations of DDR. Such third-party disclosures may include, for example, the following:

 disclosures of DDR Confidential Information to law enforcement agencies or regulatory 

agencies that are permitted or required by law (e.g., responding to a subpoena, order or 

request of any court, governmental, regulatory or other relevant authority, agency or 

organization to enable DDR to continue to provide the SDR Services or similar legal 

process);

 disclosures to affiliated and non-affiliated third parties that perform support services for 

DDR. These third parties are required to maintain the confidentiality of DDR 

Confidential Information to the extent they receive it and to use it only in the course of 

providing such services; and 

 disclosures with the express consent of the applicable reporting entities. 
62

INFORMATION SAFEGUARDING 

DDR has established an information security program setting forth reasonable administrative, 

technical and physical safeguards to: (i) ensure the security and confidentiality of DDR 

Confidential Information; (ii) protect against anticipated threats or hazards to the security of 

DDR Confidential Information; (iii) protect against unauthorized access to or use of DDR 

Confidential Information; and (iv) protect against any misappropriation or misuse of DDR 

Confidential Information. DDR has also established certain measures designed to facilitate the 

periodic testing of their information security controls, systems and procedures.

CHANGES TO THIS PRIVACY POLICY

DDR may change this Privacy Policy from time to time, as necessary or appropriate, based on 

factors which may include (i) results of testing and monitoring, (ii) changes to the business and 

operation of DDR or the SDR Services, and (iii) changes to regulations and laws.

CONTACT INFORMATION

Please contact the Privacy Office of the DDR for further information regarding this Privacy 

Policy at privacyoffice@dtcc.com.