DTCC	Data	Repository	(U.S.)	LLC	

Rulebook

Revised as of: 

[Pending] 

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 

© 2018 by DTCC Data Repository (U.S.) LLC. 
 

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TABLE OF CONTENTS

1. USERS’ RIGHTS AND OBLIGATIONS .............................................................................. 6

1.1 User Access to DDR Services ....................................................................................... 6

1.2 Super Access Coordinators ........................................................................................ 6

1.3 User Rules & Applicable Law ...................................................................................... 7

1.4 Access & Recordkeeping .............................................................................................. 7

1.4.1 Recordkeeping ............................................................................................................. 7

1.5 User Fees ....................................................................................................................... 8

1.6 Limitation of Liability ................................................................................................... 8

2. MANAGEMENT & CORPORATE STRUCTURE ............................................................... 8

2.1 Ownership & Structure ................................................................................................. 8

2.2 Management .................................................................................................................. 8

2.3 Chief Compliance Officer (“CCO”) ............................................................................. 8

2.4 Duty to Monitor, Screen and Analyze Swap Data ........................................................ 9

3. USER SUBMISSION OF DATA ......................................................................................... 10

3.1 Asset Classes ............................................................................................................... 10

3.2 Connectivity ................................................................................................................ 10

3.3 Transactional Data and Submission Processing ......................................................... 10

3.3.1 General; Message Types ........................................................................................... 10

3.3.2 Reporting Parties and Trusted Sources ..................................................................... 10

3.3.3 Mandatory Submissions ............................................................................................ 12

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

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

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

4.3 Legal Entity Identifier (“LEI”) ................................................................................... 16

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

 17
 

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

5.1.1 Public Price Dissemination Pursuant to CTC Regulations ................................ 17

5.1.2 Public Price Dissemination pursuant to Canadian Regulations ......................... 18

5.1.3 Identity of Parties Not to be Disclosed ................................................................... 18

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

5.3 Block Trade Calculation for CFTC Reporting ............................................................ 18

5.4 Transaction Level Data Available to the Public ......................................................... 18

5.5 Aggregate Data Available to the Public Pursuant to Canadian Regulations ................... 18

6. ACCESS TO AND USE OF DATA ..................................................................................... 18

6.1 Public Data .................................................................................................................. 18

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

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

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

6.5 Access to Data by Other Regulators and Entities ....................................................... 19

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

7. DDR SYSTEM ...................................................................................................................... 20

7.1 DDR System Availability ........................................................................................... 20

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

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

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

8.2 Wind-Down Plan ........................................................................................................ 21

9. DATA INFORMATION SECURITY .................................................................................. 21

9.1 Overview ..................................................................................................................... 21

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

10. RESOLUTION OF DISPUTES, TERMINATION & DISCIPLINARY PROCEDURES .. 22

10.1 Resolution of User Disputes ....................................................................................... 22

10.1.1Erroneous Records ...................................................................................................... 22

10.1.2Disputes between Users .............................................................................................. 23

10.2 Denial of User Application ......................................................................................... 23

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

10.3 Involuntary Termination Procedures .......................................................................... 25
 

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10.3.1 User Termination Events by DDR ...................................................................... 25

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

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

10.4 Other Disciplinary Actions ......................................................................................... 27

10.4.1 Restriction of Use and Costs ............................................................................... 27

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

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

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

11.1 Conflict of Interest Resolution process ....................................................................... 29

11.2 Director Conflicts of Interest ...................................................................................... 30

11.3 Reporting Conflicts of Interest .................................................................................... 31

11.4 Evaluation of a Director’s Actual, Potential or Apparent Conflict of Interest ........... 31

11.5 Resolution of Potential Conflicts of Interest ............................................................... 31

12. TERMS & TERMINOLOGY ............................................................................................... 32

Appendix A: Forms of User Agreement ....................................................................................... 35

Appendix B: Operating Procedures .............................................................................................. 44

SWAP DATA REPOSITORY ............................................................................................ 57

I. INTRODUCTION ................................................................................................... 57

II. ELIGIBLE DERIVATIVE TRANSACTIONS .................................................... 57

III. SUBMISSION OF TRANSACTION DATA ........................................................ 58

IV. REPORTS AND REGULATORY ACCESS ........................................................ 59

V. PUBLIC DISSEMINATION OF TRANSACTION DATA ................................. 59

VI. CORRECTION OF RECORDS; RESOLUTION OF DISPUTES .................... 60

VII. CERTAIN LEGAL MATTERS ............................................................................. 60

CANADIAN SWAP DATA REPORTING SERVICE .................................................... 61

I. INTRODUCTION ................................................................................................... 61

II. DERIVATIVE TRANSACTIONS ......................................................................... 61

III. SUBMISSION OF TRANSACTION DATA ........................................................ 62

IV. REPORTS AND REGULATORY ACCESS ........................................................ 63

V. PUBLIC DISSEMINATION OF TRANSACTION DATA ................................. 63

VI. CORRECTION OF RECORDS; RESOLUTION OF DISPUTES .................... 63
 

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VII. CERTAIN LEGAL MATTERS ............................................................................. 64

Appendix C: Information Privacy Policy of DTCC Data Repository (U.S.) LLC SDR .............. 65

Scope and Applicability of Privacy Policy ............................................................................ 66

Limited Use of DDR Confidential Information .................................................................... 67

Non-Disclosure of DDR Confidential Information ............................................................... 67

Information Safeguarding ...................................................................................................... 68

Changes to this Privacy Policy .............................................................................................. 68

Contact Information .............................................................................................................. 68

 
 

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1. USERS’ RIGHTS AND OBLIGATIONS1

 1.1 User Access to DDR Services 

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

require registration, designation or recognition as a trade repository, swap data repository (“SDR”) 

or security-based swap data repository (“SBSDR”) under Applicable Law (the “SDR Services”) 

are available to all Market Participants on a fair, open and equal basis. DDR imposes the following 

membership qualifications on Users of its SDR Services: (i) requiring execution of membership 

documents such as the User Agreement; (ii) compliance with the technical specifications of the 

SDR Services as published by DDR from time to time; and (iii) compliance with Applicable Law, 

specifically those related to sanctions administered and enforced the U.S. Department of 

Treasuries Office of Foreign Assets Control (“OFAC”) (collectively, the “Participation Criteria”). 

In the event a User at any point fails to comply with any or all of the Participation Criteria, such 

User shall notify DDR of such failure immediately upon discovery, provide a description of all 

relevant events associated with the failure and provide any other information reasonably requested 

by DDR. 

The SDR Services contemplate that Market Participants required to report swap data to a 

registered, designated or recognized trade repository, SDR or SBSDR 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 the Market Participant’s 

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. 

1.2 Super Access Coordinators 

Users are required to maintain at least two (2) Super Access Coordinators (“SuperACs”) on the 

DDR System with the correct contact information. SuperACs are responsible for providing access 

to other individuals (referred to as “ACs”) who are eligible to access the System and use the service 

on behalf of the User. SuperACs are also responsible for removing access for any individuals who 

should no longer access the System on behalf of the User. DDR may contact a User’s SuperACs 

or ACs with urgent and/or important information regarding the System, the Service or the User. 

SuperACs and ACs have the responsibility to share all information provided by the Company with 

any relevant parties within the User’s organization. Failure on the part of the User to maintain at 

 

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

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least two SuperACs with up-to-date information or failure by the User’s SuperACs to maintain upto-date information about ACs may impair the Company’s ability to transmit or communicate 

urgent or important information to the User. In such case, the Company shall have no liability 

whatsoever for User’s actions or omissions that result directly or indirectly from having not 

received the urgent or important information.

 1.3 User Rules & Applicable Law 

By entering 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), 

each User agrees 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 relevant to 

the User or the transaction associated with such User. 

 1.4 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 

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 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; or 

(c) A third party agent submitter of the transaction (agents who are submitters 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. 

1.4.1 Recordkeeping 

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 
 

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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. 

 1.5 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 Fee Schedules will be available to all Market Participants on 

DDR’s website. 

1.6 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. 

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 (“Deriv/SERV”). Deriv/SERV 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 the DDR Board of Directors (“Board”). The number of Directors on the 

Board shall be determined by Deriv/SERV as the sole member of DDR. The Board is composed 

of individuals selected from the following groups: employees of DDR’s users (either fees paying 

Users or End Users) with derivatives industry experience, buy-side representatives, 

independents, and members of senior management or the Board of DTCC. The Board will 

include appropriate representation by individuals who are independent as specified by 

Applicable Regulations. The Deriv/SERV Nominations 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 
 

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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 Senior Officer, who is responsible for supervising and approving the compensation of 

the CCO. The DDR 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 Senior Officer, resolve any conflicts of 

interests that may arise, including, but not limited to, 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; 

(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 non-compliance 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 Regulations, 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 
 

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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. 

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 the 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, original swap termination 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 Regulations to meet their reporting obligation or 

make voluntary submissions, DDR will support the following entity types: 
 

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 Trade counterparties 

 DCOs 

 SEFs 

 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) 

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 

entity, 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. 
 

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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: 

(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 Real Time 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, 

primary and secondary data, and other continuation data. 

Valuation Data Calculated valuations of contracts (supported for CFTC and 

Canadian Regulator reporting). 

Electronic Document 

Management 

Electronic images (only supported for CFTC reporting). 

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, or 

the Inter-Affiliate Exemption pursuant to CFTC Regulation 50.52 and relevant CFTC No-Action 

Letters. In order to qualify for an exemption, exception or other relief from the clearing 
 

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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 

CFTC Regulations provide for an exception from clearing for swaps entered into by certain 

End Users that are not financial entities. 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. 

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 the Electing Counterparty’s reporting obligations on 

a swap-by-swap basis. 

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 Regulations. 

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; and

 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: 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 
 

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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. 

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: 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. 
 

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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. 

(a) Transaction Record Verification 

A “Transaction Record” shall mean a new trade record submitted to DDR or lifecycle 

events or a snapshot update to a trade previously submitted. 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 statuses 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 the identifiers described in this 

Rulebook, 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 Identifiers 

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. 

The DDR System will check 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, if requested by the 

Reporting Party, DDR shall assign a USI which the DDR System will populate into the UTI field, 

if the Reporting Party to the transaction has not otherwise provided such UTI. 

4.3 Legal Entity Identifier (“LEI”) 

An LEI is intended to uniquely identify counterparties. Each User that is a Reporting Party must 

provide an LEI for itself and its counterparty, (where an LEI exists) for each Transaction Record 
 

17

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 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 code and a legal entity utility is in place to process such registration, 

DDR staff will ask the User to register an LEI 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/UTI 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 

5.1.1 Public Price Dissemination Pursuant to CTC Regulations 

DDR will provide a mechanism for public access to transaction 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; and 

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

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

hereunder to allow for systems maintenance. 
 

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5.1.2 Public Price Dissemination pursuant to Canadian Regulations 

DDR does not determine whether a transaction report should be disseminated publically. Any 

such transaction report received is disseminated publically if it passes validations and is directed 

to a Canadian Regulator. DDR requires that the Reporting Party provides only transaction 

reports that are required to be disseminated under Canadian Regulations. DDR will provide a 

mechanism for public access to transaction information submitted to DDR, as required under and 

subject to the timeframes and delays set forth in the applicable Canadian Regulations. 

5.1.3 Identity of Parties Not to be Disclosed 

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 security-based swap or facilitates the identification of a party to a swap or 

security-based swap. 

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 Block Trade Calculation for CFTC Reporting 

Based upon User indication in its message submission, for certain asset classes, DDR calculates 

whether a specified swap qualifies as a block trade pursuant to CFTC Part 43. 

 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 Pursuant to Canadian Regulations 

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

will also make transaction level reports of aggregated transactions available to the public pursuant 

to the Canadian Regulations. 

6. ACCESS TO AND 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 Appendices to the Operating Procedures as set 

forth in Appendix B. 
 

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 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 in 

order 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. 

 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 

business 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. 

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. DDR shall not make 

commercial use of real-time swap data prior to its public dissemination. 

6.4 Access 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 

(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 Data by Other Regulators and Entities 

Any entity that is not a Designated Regulator and is authorized by Applicable Law to receive 

access to data held by DDR shall, prior to receiving such access from DDR, comply with all 

requirements for such access under Applicable Law. In connection with the access contemplated 

by this section, requestor will provide any additional information DDR may need to fulfill the 

request. DDR will provide all notifications required by Applicable Law related to a request for 

data under this section. 
 

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 6.6 Privacy Policy and Procedures 

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

C. 

7. DDR SYSTEM

 7.1 DDR System Availability 

The DDR System is available 7 days per week, 24 hours per day Monday through Sunday, except 

from 10:00 pm (ET) Saturday to 6:00 am (ET) Sunday to enable maintenance to be performed on 

the DDR System (“Closed Hours”). On occasion, as necessary to support time sensitive processes 

or maintenance occurring outside of Closed Hours, DDR Systems may be unavailable for 

processing (“Unscheduled Downtime”). Data submitted during DDR System Unscheduled 

Downtime is stored and processed once the service has resumed. If during Unscheduled Downtime 

DDR cannot receive and hold in queue transaction information that was required to be reported 

pursuant to Applicable Regulations, it will immediately upon resumption of processing operations 

provide an Important Notice pursuant to the Operating Procedures notifying Users that it has 

resumed normal operations. 

 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 Senior Officer of DDR shall have the authority to exercise emergency 

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

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 the 

reasons for taking such 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 
 

21

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

actions taken by DDR may be terminated by the Senior Officer 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; 

(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. 

 8.2 Wind-Down Plan 

In order to satisfy applicable regulatory requirements, DDR maintains written rules, policies and 

procedures reasonably designed to facilitate its orderly wind-down. Such rules, policies and 

procedures are approved by its Board and shared with its regulators. These rules, policies and 

procedures are contained in the form of a Wind-Down Plan. The plan is designed to address critical 

operations and services performed as a going concern during a wind-down period and to assess 

the effectiveness of a full range of options for an orderly wind-down. 

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. 
 

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 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. 

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 

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. 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 Transaction Record has been 

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

23

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, 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 for a trade allegedly 

identifying the User as a counterparty to the trade. 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. 

All reports and Transaction Records provided to Designated Regulators will include the status of 

these Transaction Records, including dispute and verification status, thus making such disputes 

visible to the relevant Designated Regulator and incentivizing the parties to the transaction to 

resolve the dispute. 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 DDR 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. 

DDR shall promptly notify all Designated Regulators should an Applicant be denied access to 
 

24

SDR Services, or limited in respect of access to services offered, directly or indirectly. If 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 

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. 
 

25

(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 

Rule 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 

ddrnotices@dtcc.com 

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

10.3 Involuntary Termination Procedures 

10.3.1 User Termination Events by DDR 

DDR may involuntarily terminate a User’s account, User Agreement and access to the SDR 

Services (an “Involuntary Termination”) in the following circumstances: (a) the User has 

materially breached its User Agreement, the DDR Operating Procedures or the rules contained in 

this Rulebook, which shall be deemed to include a User’s failure to pay fees when due; (b) the 
 

26

User’s violation of any Applicable Law, including those relating to the regulations administered 

and enforced by OFAC or OSFI; or (c) the User’s account or User’s IT system is causing or may 

cause material harm, as determined in DDR’s reasonable discretion, to the normal operation of the 

System (each a “Termination Event”). 

Upon the occurrence of a Termination Event, DDR’s Senior Officer, in consultation with DDR’s 

legal counsel and CCO, shall: (i) determine whether or not such User shall be Involuntary 

Terminated; and (ii) present any decision that would result in the Involuntary Termination of a 

User (a “Termination Decision”) to the DDR Board for approval. Notwithstanding the foregoing, 

if a Termination Decision has been issued as a result of the subject User’s failure to pay fees 

totaling less than $5,000, no DDR Board approval shall be required. Upon approval by the DDR 

Board or the Termination Decision, if no approval is required, the Involuntary Termination shall 

be deemed effective and such termination shall continue to 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. DDR’s rights under this Rule 10.3 will be in addition to and separate from 

its rights under Rule 10.4. 

10.3.2 Notice and Effect of Termination 

(a) In the event a User is Involuntary Terminated in accordance with the provisions of 

this Rule 10.3, DDR shall take the following steps: (i) provide notice of the Involuntary 

Termination to the subject User in writing or via email (“User Notice”); and (ii) provide prompt 

notice to the applicable Designated Regulators. The User Notice shall advise the subject User to 

contact DDR for information on how pending matters will be affected by the Involuntary 

Termination and what steps are to be taken in connection therewith. 

(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 who has been Involuntary Terminated pursuant to this 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. 

(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 
 

27

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 Other Disciplinary Actions 

10.4.1 Restriction of Use and Costs 

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

and CCO, may temporarily deny access to or otherwise impose restrictions on the use of the DDR 

System on a User, or take such other actions as DDR deems reasonably necessary to protect its 

systems and other Users, for: (i) a violation of the DDR Rules (including failure to pay fees when 

due); (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 (each a "Subject Event"). 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 nonapproved source (e.g., temporarily suspending the submission queue, where inbound messaging is 
 

28

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). Notwithstanding the 

foregoing, in the event of a Subject Event and in addition to any other action taken by DDR, DDR 

may assess such User with all costs incurred by DDR in connection with such Subject Event and 

apply any deterrent charges that DDR deems necessary. 

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

action taken in accordance with this Rule. 

10.4.2 Procedures for Disciplinary Proceedings 

(a) Before any disciplinary action in accordance with Rule 10.4.1 is taken, DDR shall 

furnish the subject User (“Respondent”) with a concise written statement of the charges against 

the Respondent. However, no prior written statement shall be required to be provided if the action 

is being taken by DDR in response to protecting the security of data, the DDR System or other 

Users. In such circumstances, a written statement shall promptly follow the DDR action. 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 legal counsel, the allegations shall be deemed to have been admitted, and 

the Respondent will be notified in writing of any disciplinary action that shall be taken. If an 

answer is timely filed, DDR shall (unless the Respondent and DDR shall have stipulated to the 

imposition of an agreed disciplinary action) schedule a hearing before a panel comprised of a 

Chairman and 2 (two) individuals appointed by the Chairman of 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 disciplinary action is taken against 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 take disciplinary action, the written statement shall 

set forth the disciplinary action being taken 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. 
 

29

(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 disciplinary action taken 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. 

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

deemed to be a “disciplinary action” 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 sanctions related to violations and for following the procedures 

outlined in Rule 10.4. 

11. CONFLICTS OF INTEREST 

11.1 Conflict of Interest Resolution process 

DDR utilizes a conflict of interest resolution process that is reasonably designed to identify and 

mitigate potential and existing conflicts of interest in DDR’s decision-making process on an 

ongoing basis, as required by Applicable Law. 

All conflicts of interest, including all potential conflicts of interest, are escalated to the DDR Chief 

Compliance Officer except in cases where the DDR Chief Compliance Officer has a conflict of 

interest, in which case the matter shall be directed to the attention of DDR’s Senior Officer and the 

Chairman of the DDR Audit Committee. The DDR Chief Compliance Officer, in consultation 

with the DDR Audit Committee, will resolve all conflicts of interest. Any conflict of interest not 

resolved by the DDR Audit Committee shall be escalated to the DDR Board for resolution. 
 

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11.2 Director Conflicts of Interest 

A Director 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 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; 
 

31

(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. 

11.3 Reporting Conflicts 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 DDR’s legal 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 DDR’s legal counsel 

and the Chief Compliance Officer. 

11.4 Evaluation of a Director’s Actual, Potential or Apparent Conflict of 

Interest 

The Chief Compliance Officer, in consultation with the Chairman of the Board or DDR’s legal 

counsel, as appropriate, shall evaluate Director 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 DDR’s legal 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. 

11.5 Resolution of Potential Conflicts 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 
 

32

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 Publications – those documents designated by DDR as “Applicable Publications” 

pursuant to the Operating Procedures. Such documents include message specifications and upload 

templates. 

Applicable Regulations – Regulations promulgated by Designated Regulators 

Board – The Board of Directors of DDR 

Canadian Regulators – Alberta Securities Commission, Autorité des marchés financiers, British 

Columbia Securities Commission, Manitoba Securities Commission, Financial and Consumer 

Services Commission New Brunswick, Office of the Superintendent of Securities Newfoundland 

and Labrador, Northwest Territories Securities Office, Nova Scotia Securities Commission, Office 

of the Superintendent of Securities Nunavut, Ontario Securities Commission, Office of the 

Superintendent of Securities Prince Edward Island, Financial and Consumer Affairs Authority of 

Saskatchewan, and Office of the Superintendent of Securities Yukon Territories. 

Canadian Regulations – The Applicable regulations which specifically apply to SDR Services 

provided to Market Participants in the Canadian provinces where DDR is registered, designated or 

recognized to provide trade repository service.

CCO – Chief Compliance Officer 

CEA - Commodity Exchange Act, as amended 

CFTC - U.S. Commodity Futures Trading Commission 

CFTC Regulations – The Applicable Regulations promulgated by the CFTC which specifically 

apply to SDR Services provided to Market Participants.

DCO – Derivatives Clearing Organization or SEC registered security-based swap clearing agency. 
 

33

DCM – Designated Contract Market 

DDR System or the System – the automated systems or other mechanisms through which DDR 

provides the SDR Services (see the Operating Procedures).

Designated Regulators – Regulators which supervise DDR including the CFTC and the Canadian 

Regulators. 

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 made available Users describing significant changes to DDR 

Rules, DDR Systems or other processes. 

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) . 

MSP – Major Swap Participant. 

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

Registered Entity – An entity appropriately registered with a Designated Regulator 

Reporting Party – for purposes of this Rulebook, the term “Reporting Party” refers to the entity 

with the duty to report and generally shall include the Reporting Entity as defined in the CFTC 

Regulations, the reporting side as defined in the SEC Regulations and the Reporting Counterparty 

as defined in the Canadian Regulations 

SD – Swap Dealer 

SEC - U.S. Securities and Exchange Commission

SEC Regulations -- The Applicable Regulations promulgated by the SEC which specifically 

apply to SDR Services provided to Market Participants

SEF – Swap Execution Facility or security-based swap execution facility or platform 

Senior Officer – the Senior Officer as referred to herein shall be such person who is authorized to 

take the actions or bear the responsibility and obligations described. This could be a Managing 

Director, business manager or Chief Executive Officer, if one is designated, or such other 

individual with the requisite authority. 

User - An entity that has executed a DDR User Agreement then in effect 
 

34

User Agreement – one of the agreements contained in Appendix A. 
 

35

APPENDIX A: FORMS OF USER AGREEMENT 

1. Repository User Agreement 

2. Repository User Agreement for View-Only Access 

3. Repository Supplement to the User Agreement 

 
 

36

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. 

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. 
 

37

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. 

 
 

38

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: ___________ 

 
 

39

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. 

 

 

 
 

40

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. 

 
 

41

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: 

 
 

42

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 New 
 

43

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: ___________ 

 
 

44

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 

 
 

45

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-toComputer 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-toComputer 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 

User submits a record for another User that is a member of the same Family, the record 
 

46

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 

processing, transmission, generation of reports or for other purposes. The Company may 
 

47

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. 
 

48

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 © 2018 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 these Operating Procedures 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. 

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 
 

49

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 to 

ddrnotices@dtcc.com or to such other 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 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 
 

50

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 sent to 

ddrnotices@dtcc.com or to such other 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. 

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 
 

51

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) 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, 
 

52

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, selfregulatory, 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 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 
 

53

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 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) 
 

54

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. 

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 
 

55

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 

(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 
 

56

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). 
 

57

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 

derivatives transactions (“Eligible Derivative Transactions”) for which it will act as a Swap Data 
 

58

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 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. 
 

59

The Company may establish one or more procedures through which Users will be 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 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 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. 
 

60

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. 
 

61

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 or 

recognized, as applicable, by the Canadian Regulators, as that term is defined below, 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 Alberta 

Securities Commission, Autorité des marchés financiers, British Columbia Securities 

Commission, Manitoba Securities Commission, Financial and Consumer Services Commission 

New Brunswick, Office of the Superintendent of Securities Newfoundland and Labrador, 

Northwest Territories Securities Office, Nova Scotia Securities Commission, Office of the 

Superintendent of Securities Nunavut, Ontario Securities Commission, Office of the 

Superintendent of Securities Prince Edward Island, Financial and Consumer Affairs Authority of 

Saskatchewan, and Office of the Superintendent of Securities Yukon Territories (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 
 

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by the Company from time to time through Applicable Publications or by Important Notice 

(“Eligible Derivative Transactions”). 

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. 
 

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The Company may establish one or more procedures through which Users will be 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 mutual 
 

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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. 

 
 

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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 
 

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INFORMATION PRIVACY POLICY OF 

DTCC DATA REPOSITORY (U.S.) LLC 

As of — March 2017 

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”), “Derivatives Data,” 

as defined by the Canadian Regulators, together with certain intellectual property such as trading 

strategies or portfolio positions that DDR receives or may discern from the data received. Terms 

not defined herein have the meaning provided in the Rulebook. 

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. As defined under Canadian Regulation, "Derivatives Data" 

means all data required to be reported pursuant to Canadian data reporting regulations (Canadian 

Regulations Part 3 "Data Reporting"). 

For purposes of this policy, all of the above, 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 SEC, and the Canadian 

Regulators, pursuant to the regulations applicable to DDR (“Applicable Law”) and the DDR’s 

Operating Procedures. 
 

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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 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 its 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 reasonable and appropriate to provide the SDR Services or fulfill the legal obligations of 

DDR, in each case subject to regulatory or contractual requirements. Such third-party disclosures 

may include, for example, the following: 

 Law Enforcement, Regulatory, and Judicial Requests: 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); 

 Third-Party Service Providers: disclosures to affiliated and non-affiliated third parties 

that perform support services for DDR. Pursuant to Applicable Law, including CFTC 

Regulation 49.17(e), DDR clearly sets forth the use of DDR Confidential Information and 

the minimum confidentiality procedures that the third-party service provider must 

maintain as part of the service agreement or similar agreement or as part of a separate 

confidentiality or nondisclosure agreement; and 
 

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 Authorized Disclosure: disclosures with the express consent of the applicable reporting 

entity or person. 

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 or disclosure of DDR 

Confidential Information, as well as unauthorized alteration and/or destruction; 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.