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KOR SDR COUNTERPARTY CLIENT ADDENDUM

This KOR SDR Reporting Client Addendum (this “Addendum”) is made by and between KOR Financial, 

Inc., a Delaware corporation (“KOR”) and ________________ (“Client”), as of [_____, 20__] (the 

“Addendum Effective Date”).

Background

Whereas, Client and KOR entered into that certain KOR Universal Services Agreement dated as of 

__________ (the “USA”), pursuant to which the Parties agreed that KOR would provide to Client any 

Services as set forth in any Addendums agreed by the Parties;

In connection with the relationship memorialized by the USA, the parties agreed that KOR and its 

affiliates would provide services thereunder, sometimes through addendums such as this Addendum, 

that would delineate the parties’ rights and obligations for those particular services;

Whereas, KOR has subcontracted the provision of the Repository Services (as hereinafter defined) to 

KOR Reporting, Inc. (“KOR Reporting”), a CFTC-registered SDR (as hereinafter defined) and an Affiliate 

of KOR;

Whereas, KOR Reporting is the sole provider under this Addendum of Repository Services and any 

other SDR activities;

Whereas, Client is a Market Participant (as hereinafter defined) that is obligated to report Data (as 

hereinafter defined) to an SDR and desires access to the KOR System for such purpose; 

Whereas, Client may be contracted by a KOR SDR Reporting Client (as such term is defiend in the KOR 

Reporting SDR Rulebook (“KOR Rules”)) (“Client Customer”) to submit Data to an SDR and desires 

access to the KOR System for such purpose; and

Whereas, KOR is willing (i) to allow Client to report and access Data through the KOR System and (ii)

to otherwise perform (or cause KOR Reporting to perform) Repository Services for Client, subject to 

the terms and conditions of this Addendum and the main body of the USA.

NOW THEREFORE, in consideration of the above premises and other good and valuable consideration, 

the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

Terms and Conditions

1. DEFINITIONS

“CEA” means the United States Commodity Exchange Act, as amended from time to time.

“CFTC” means the United States Commodity Futures Trading Commission.

“Data” means Swap Data and/or Swap Transaction and Pricing Data required to be reported to a SDR 

pursuant to CFTC regulations. All Data shall be considered Client Data, as such term is defined in the 

main body of the USA.

“Market Participant” means any Person participating in the swap market, including designated 

contract markets, derivatives clearing organizations, swap execution facilities, swap dealers, major 

swap participants, and any other counterparty to a swap transaction.
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“Repository Services” means use of the KOR System to facilitate acceptance, storage, reporting and 

related services for Data, and access by Client to Data.

“Repository Services Fees” means the Fees payable by Client Customer to KOR for the Repository 

Services, as set forth in the applicable fee schedule posted on the Site, as such Fees may be modified 

from time to time by KOR in accordance with the main body of the USA and the Rules. Client may 

elect to pay Repository Services Fees on behalf of its Client Customers. 

“Rules” means the applicable rules, policies and procedures of KOR Reporting, including the KOR Rules 

located on the Site, as such rules are established and modified by KOR Reporting from time to time.

“SDR User Interface” Web interface to access data, entity information and manage Users/access. 

“Site” means KOR’s SDR website, located at www.korfinancial.com.

“Swap Data” means the specific data elements and information required to be reported to a SDR 

pursuant to Part 45 of CFTC regulations or made available to the CFTC pursuant to Part 49 of CFTC 

regulations, as applicable.

“Swap Data Repository” or “SDR” shall have the meaning in Section 1a(48) of the CEA and any 

applicable CFTC regulation.

“Swap Transaction and Pricing Data” means the specific data elements and information required to 

be reported to a SDR or publicly disseminated by a SDR pursuant to Part 43 of CFTC regulations.

“User Guide” means the general overview of KOR SDR operations and workflows located via the SDR 

User Interface and may be modified by KOR from time to time. 

Any term capitalized herein but not otherwise defined shall have the meaning set forth for such term 

in the main body of the USA.

2. KOR SaaS SERVICES

Subject to the terms and conditions of this Addendum and the main body of the USA, the User Guide,

and Rules, KOR shall provide to Client the Repository Services. 

3. CLIENT REPRESENTATIONS

Client hereby represents, warrants, acknowledges and covenants as follows:

(a) Client has read, understands and agrees to be bound by this Addendum and the Rules, 

including but not limited to the KOR Rules;

(b) Client shall retain all information and materials relating to its swaps activities in 

accordance with applicable CFTC regulations, including CFTC Regulations 1.31 and 

45.2; and

(c) Without limiting the generality of the disclaimers set forth in the main body of the 

USA, KOR does not guarantee continuous, uninterrupted or secure access to the Site, 

the KOR System or Repository Services. Client acknowledges that transmission of data 

on any electronic system may be unsecure and unreliable.
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4. FORMAT OF DATA

To the extent Client submits Data via the Repository Services, Client agrees to submit Data in such 

format as is prescribed by KOR from time to time.

5. ACCESS TO DATA

(a) Except as provided in this section or elsewhere in the USA, KOR shall not disclose Data, 

other than publicly reportable Swap Transaction and Pricing Data, submitted by Client 

via the Repository Services to any third party.

(b) Notwithstanding paragraph (a) or KOR Rules, KOR may disclose Data to the 

counterparties and agents, each of whom must register as KOR clients, included on 

the Client’s swap transaction and pricing data and/or positions reports to KOR.

(c) Notwithstanding paragraph (a), KOR may disclose Data to the CFTC, U.S. Securities 

and Exchange Commission, U.S. Department of Justice, the U.S. Financial Stability 

Oversight Counsel, and any other Governmental Authority or court with jurisdiction 

over KOR or Client, including foreign financial regulators, in order to comply with the 

CEA, CFTC regulations, or other applicable Laws.

(d) Notwithstanding paragraph (a), KOR may use Data submitted by Client in an 

anonymized, aggregate form as set forth in the main body of the USA.

(e) Notwithstanding paragraph (a), KOR may disclose Data to one or more delegated 

reporters and/or authorized access clients as authorized by Client via the SDR user 

interface or through any other means as KOR selects.

6. TERM, TERMINATION AND SUSPENSION OF ACCESS TO THE KOR SYSTEM

(a) Except as provided in paragraph (b) below, the term of this Addendum will commence 

on the Addendum Effective Date and will continue in full force and effect until and 

unless terminated in accordance with the provisions set forth in the main body of the 

USA.

(b) Notwithstanding any provision to the contrary in this Agreement and in accordance 

with the Rules, if the CFTC directs KOR to suspend Client’s access to the Repository 

Services for any reason, including a finding by the CFTC that Client violated the Rules, 

Client shall not be entitled to use the Repository Services to submit Data for any swap 

transactions entered into following the date of Client’s receipt of notice of such 

directive from the CFTC and/or KOR. Any such suspension of access shall continue for 

the duration determined by the CFTC. Client may, however, continue to access and 

use the Repository Services to submit required Data for swaps that had been reported 

to KOR prior to Client receiving such notice and to access Data to which Client is or 

was a party.

7. ENTIRE AGREEMENT

This Addendum, together with the main body of the USA, constitutes the entire agreement between 

KOR and Client regarding Repository Services, and shall supersede any and all prior agreements, 

arrangements, representations or promises, whether oral or written, as to such subject matter.
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Signature page follows.]
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IN WITNESS WHEREOF, the Parties have caused their duly authorized representatives to execute this 

Addendum, which is effective as of the Addendum Effective Date.

KOR:

KOR FINANCIAL, Inc.,

LEI: [ADD]

Signed: __________________

Name: Jonathan Thursby

Title: Chief Executive Officer

CLIENT:

____________________________

LEI: _______________________

Signed: ______________________

Name: _______________________

Title: ________________________