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Confidential Treatment Requested by AEGIS-SEF

Draft of 4-29-2022

Exhibit K

AEGIS SEF, LLC- Confidential Draft

Dues, Fees, and Other Charges Imposed for SEF Services of Applicant

Attach as Exhibit K, the following:

a. A complete list of all dues, fees, and other charges imposed, or to be imposed, by or on 

behalf of the Applicant for its swap execution facility services that are provided on an exclusive 

basis and identify the service or services provided for each such due, fee, or other charges.

b. A description of the basis and methods used in determining the level and structure of the 

dues, fees, and other charges listed in paragraph (a) of this item.

c. If the Applicant differentiates, or proposes to differentiate, among its customers or classes of 

customers in the amount of any dues, fees, or other charges imposed for the same or similar 

exclusive services, describe and indicate the amount of each differential. In addition, identify 

and describe any differences in the cost of providing such services and any other factors that 

account for such differentiations.

(a) List of AEGIS-SEF Fees*

(Information shown in Section (a) of this Exhibit K will be available on the AEGIS-SEF website 

for review by Participants, Broker Firms, ISVs, and all other Persons eligible to become 

Participants, Broker Firms or ISVs. The information shown in Sections (b) and (c) of this Exhibit 

K is confidential and proprietary and will not be available on the AEGIS-SEF website.)

AEGIS SEF, LLC (“AEGIS-SEF”) Master Fee Schedule:

Participants Monthly User Fees Fee per Trade 

Conducted (i.e., 

Negotiated) On AEGISSEF Platform

Fee per Trade 

Conducted (i.e., 

Negotiated) Off AEGISSEF Platform

Financial Counterparties First User: $1,000

Each Add’l User: $250

Fee from Notional 

Volume Fee Schedule; 

$25 minimum

Fee from Notional 

Volume Fee Schedule; 

$60 minimum

Market Participants First User: $0

Each Add’l User: $0

None None

Broker Firms and ISVs Monthly User Fees Fee per Trade 

Conducted (i.e., 

Negotiated) On 

AEGIS-SEF Platform

Fee per Trade 

Conducted (i.e., 

Negotiated) Off 

AEGIS-SEF Platform
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Confidential Treatment Requested by AEGIS-SEF

Broker Firms (CTAs, IBs & other 

registered persons) representing

Market Participants

First User: $5,000 

Each Add’l User: 

$1,000

N/A*** N/A***

Independent Software Vendors 

(ISVs)

$5,000 N/A*** N/A***

*Capitalized terms used but not defined herein have the meanings given to such terms in 

the AEGIS-SEF Rulebook or the relevant agreements; In the event of any inconsistency 

between the provisions of any agreement and the provisions of the AEGIS-SEF 

Rulebook, the provisions of the AEGIS-SEF Rulebook shall prevail. All amounts 

presented are in USD.

***A Broker Firm or ISV is not a party to a SEF Contract nor is a Broker Firm or ISV a 

Participant, as defined in the AEGIS Rulebook; provided, however, a Person that is a 

Broker Firm or ISV may also become eligible to trade in its own name and for its own 

account, see Clarifying Statement #6 below.

SPECIAL NOTE: Monthly User Fees for all Participants will commence no earlier than

November 1, 2022. Fee per Trade will commence immediately.

AEGIS SEF Notional Volume Fee Schedule:

Clarifying Statements:

1. AEGIS-SEF will only charge one leg of a combination option structure.

2. No additional fees will be assessed with regards to a canceled trade or with respect to 

any action taken by AEGIS-SEF with regards to a System Error.

3. All pricing outlined in this Exhibit K is exclusive of taxes. Any sales taxes or other 

applicable taxes, excluding taxes on AEGIS-SEF’s net income, will be charged by AEGISProduct Fee per Trade Conducted

(i.e., Negotiated) On AEGISSEF Platform Using RFQ or 

Order Book

Fee per Trade Conducted 

(i.e., Negotiated) Off 

AEGIS-SEF Platform (see 

Clarifying Statement # 5

below)

Crude Oil $0.0025 per Barrel $0.006 per Barrel

Natural Gas $0.00025 per MMBtu $0.0006 per MMBtu

Natural Gas Liquids $0.0025 per Barrel $0.006 per Barrel

Refined Products $0.0025 per Barrel $0.006 per Barrel

Aluminum $0.50 per Metric Ton $1.20 per Metric Ton

Other Metals $0.50 per Metric Ton, Long 

Ton, Short Ton OR 

$0.00025/lb

$1.20 per Metric Ton, Long 

Ton, Short Ton OR 

$0.0006/lb

Interest Rates $10 per $1m notional $25 per $1m notional
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Confidential Treatment Requested by AEGIS-SEF

SEF and paid by Participants and Broker Firms.

4. AEGIS-SEF’s currently effective fees are posted on the AEGIS-SEF website 

(https://aegis-hedging.com/swap-execution-facility/feeschedule). AEGIS-SEF may

periodically adjust its fees in accordance with Rule 3.12.4 of the AEGIS-SEF Rulebook.

5. Rule 4.6.4 of the AEGIS-SEF Rulebook prohibits any trade (other than an Error Trade) 

from being negotiated off-SEF by a Broker Firm (e.g., a Commodity Trading Advisor or an

Introducing Broker), a Financial Counterparty, or a Market Participant and then posted on 

the AEGIS-SEF Platform for execution; provided, however, if the CFTC were to conclude 

in the future that a trade may be negotiated off-SEF and then executed on the AEGISSEF Platform, then any Financial Counterparty (acting as a Designated Participant or 

otherwise) that is a counterparty to such a trade (other than an Error Trade) shall incur 

fees as if the trade had been conducted (i.e., negotiated) off the AEGIS-SEF Platform and 

any Broker Firm (e.g., a Commodity Trading Advisor or an IB) that is a Broker Firm with 

respect to such a trade shall be responsible for all audit trail requirements for any such 

transaction negotiated off the AEGIS-SEF Platform.

6. If a Person that is a Broker Firm or ISV meets all of the eligibility requirements and

becomes eligible to trade SEF Contracts in its own name as a Participant, so that such 

Person could trade SEF Contracts in its own name and for its own account, then (i) 

whenever such Person utilizes the AEGIS-SEF Platform acting as a Broker Firm or ISV to 

trade SEF Contracts in the name of and on behalf of one or more of its Customers, it will 

incur fees on Schedule K applicable to a Broker Firm or ISV, (ii) whenever such Person 

utilizes the AEGIS-SEF Platform to trade SEF Contracts in its own name and for its own 

account, it will incur fees on Schedule K applicable to either a Financial Counterparty or a 

Market Participant, as applicable based on the facts and circumstances of such Person and 

its trades, and (iii) whenever such Person that is a Broker Firm or ISV utilizes the AEGISSEF Platform to trade SEF Contracts in its own name and for its own account as part of a 

“trading program,” as such term is defined in CFTC Regulations Section 4.10(g), then such 

Person shall be assessed a fee from the Notional Volume Fee Schedule and be subject to 

any “minimum” fee thereunder, as if such Person were a Financial Counterparty. Upon 

request by AEGIS-SEF’s CCO, a Person that is a Broker Firm or ISV will provide written or 

electronic records documenting each trade and evidencing its eligibility for the Fees 

applicable under clause (i), (ii) or (iii) of this Clarifying Statement #6.

Rule 3.12.1 of the AEGIS-SEF Rulebook includes the following text: “As set forth in the 

CFTC’s requirements for SEFs to provide “Impartial Access to Markets and Market 

Services,” CFTC Regulations Section 37.202(a)(3) specifies that a SEF shall apply “(3) 

Comparable fee structures for eligible contract participants and independent 

software vendors receiving comparable access to, or services from, the swap 

execution facility.” 

Additional Fees. Other than as set forth in this Exhibit K and as adjusted from time to 

time under Clarifying Statement #4, Participants, Broker Firms and ISVs will not be responsible 

for any additional fees, expenses, charges, or other amounts without such Participant’s, Broker 

Firm’s or ISV’s prior written consent. AEGIS-SEF will comply with all reasonable invoicing 

procedures communicated by a Participant, Broker Firm or ISV. Fee documentation will be 

available within the AEGIS-SEF Platform. AEGIS-SEF will submit certification of tax status of 

AEGIS-SEF to a Participant, Broker Firm or ISV upon request.

Payment. AEGIS-SEF will provide monthly invoices detailing the amount due. These 

amounts will be due and payable within 1030 days of receipt of the invoice or other notice of the 

amount due. If a Participant, Broker Firm or ISV fails to pay amounts in full or in part within two 
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Confidential Treatment Requested by AEGIS-SEF

(2) days after the due date, such Participant, Broker Firm or ISV agrees to pay (i) a late fee equal 

to five percent (5%) of the amounts unpaid when due and (ii) interest at the Default Rate (i.e., the 

lesser of twelve percent (12%) per annum, compounded monthly, or the then maximum lawful 

rate), on the amounts unpaid when due.
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Confidential Treatment Requested by AEGIS-SEF

(b) Description of the “Basis and Methods” Used to Derive the “Level and Structure” of 

the AEGIS-SEF Fees

(Information shown in Section (b) of this Exhibit K is confidential and proprietary and will not be 

available on the AEGIS-SEF website.)

The AEGIS-SEF fees set forth in Section (a) of this Exhibit K are intended to recover AEGISSEF’s day-to-day operating expenses related to staff, legal support, technology, maintaining 

platform access, ongoing technology development, market monitoring, market disruptionmanipulation mitigation, regulatory compliance-enforcement, and other administrative and 

general expenses related to AEGIS-SEF’s operations (“A&G Expenses”).

The level of such AEGIS-SEF fees has been set to allow AEGIS-SEF to recover its A&G 

Expenses in order to ensure that the AEGIS-SEF Platform is financially viable. 

The structure of such AEGIS-SEF fees, as explained in Section (c) of this Exhibit K, has been 

set to recover such A&G Expenses from the “makers” (i.e., “Financial Counterparties, acting 

as Designated Participants or otherwise”) and “Broker Firms” and “ISVs” that will be using the 

AEGIS-SEF Platform, rather than attempting to also recover an allocated portion of such A&G 

Expenses in a separate charge allocated to the “takers” (i.e., “Market Participants”) that will be 

using the AEGIS-SEF Platform. AEGIS-SEF has selected this differentiation of its fees among 

those using the AEGIS-SEF Platform in order to ensure that the AEGIS-SEF Platform is 

commercially competitive with other platforms (i.e., other financial resources) available to such 

“takers” seeking to buy or sell such uncleared bilateral swaps.
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Confidential Treatment Requested by AEGIS-SEF

(c) Differentiation of Fees by User Classes Using the AEGIS-SEF Platform

(Information shown in Section (c) of this Exhibit K is confidential and proprietary and will not be 

available on the public AEGIS-SEF website.)

Makers, Takers and Broker Firms. The method for differentiation of AEGIS-SEF’s fees is 

based on the concept of “market makers” and “price takers,” which is sometimes referred to as 

the relationship between a “liquidity provider” and an “aggressor.” This approach views (i) the 

“aggressor” as a trader that removes liquidity from the market by entering orders that are 

immediately executed – hence “aggressor,” because the “aggressor” purchases SEF 

Contracts at the current at-market price for Offers or Bids, while (ii) the “liquidity provider” acts 

as a middleman willingly entering into SEF Contracts on either side of the market for a 

particular SEF Contract (i.e., willing to either buy or sell such swaps) in transactions with the 

“aggressors,” in order to make a market for the aggressors as price takers.

A “Financial Counterparty,” whether acting as a “Designated Participant” in response to an 

RFQ or posting/filling an open Order on the Order Book, is defined in the AEGIS-SEF 

Rulebook as a “liquidity provider” (i.e., a “market maker”).

A “Market Participant,” as defined in the AEGIS-SEF Rulebook, which can be either (a) a CEU 

or an Eligible Affiliate of a CEU, as defined in the AEGIS-SEF Rulebook, which buys or sells a 

SEF Contract for the sole purpose of hedging its exposure to commercial risk, or (b) a CEU, 

an Eligible Affiliate of a CEU, or any other Eligible Contract Participant that buys or sells a SEF 

Contract as an investment or for speculative purposes, is an “aggressor” (i.e., a “price taker”).

A Broker Firm, such as a CTA or an IB, may lawfully reach out to one Designated Participant

to solicit Bids/Offers for SEF Contracts on behalf of its Customers. As explained in CFTC Staff 

Letter No. 21-19, entitled “Staff Advisory on Swap Execution Facility Registration 

Requirement,” however, Broker Firms, such as CTAs, IBs and other registered persons acting 

on behalf of their Customers as Market Participants, are prohibited from reaching out 

simultaneously to multiple Designated Participants by phone, email, text message or any other

platform to solicit uncleared bilateral swaps on behalf of their Customers, because any such 

“platform” that a Broker Firm might use must be registered with the CFTC as a SEF.

In compliance with CFTC Staff Letter No. 21-19, the AEGIS-SEF Platform provides an RFQ 

Function, as well as an Order Book, through which CTAs, IBs and other registered persons, as 

Broker Firms, and ISVs may lawfully solicit uncleared bilateral swaps for their Customers by 

reaching out simultaneously to multiple Designated Participants (i.e., “multiple Financial 

Counterparties”) to solicit Bids/Offers for SEF Contracts on behalf of their Customers that are 

Market Participants.

In this scenario, any Person acting as a Broker Firm or ISV is not a counterparty to any SEF 

Contract entered into by and between such Broker Firm’s or ISV’s Customer and any other 

Participant. Accordingly, a Broker Firm or ISV is not a “taker.”

A Broker Firm or ISV is more akin to a “market maker” than a “price taker,” but since a Broker 

Firm or ISV is not a counterparty to a SEF Contract, AEGIS-SEF has applied a separate fee to 

Broker Firms and ISVs in designating the fees to be paid by Broker Firms and ISVs as set 

forth in Section (a) of this Exhibit K. Moreover, any user access fees applied to a Broker Firm 

or ISV must: (i) cover the cost of an unknown number of Market Participants (i.e., Customers) 

that a Broker Firm or ISV may represent and (ii) address the cost of providing an acceptable 

solution for those CTAs, IBs and other registered persons that need to comply with the 

interpretive guidance set forth in CFTC Staff Letter No. 21-19. Note also that the fees 
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Confidential Treatment Requested by AEGIS-SEF

applicable to a Person that is a Broker Firm or ISV when, and if, such Person is buying or 

selling SEF Contracts in its own name and for its own account, may vary as set forth in 

Clarifying Statement #6 as shown above in this Exhibit K. 

For the foregoing reasons, AEGIS-SEF has proposed differentiating its fees, as shown above 

in Section (a) of this Exhibit K, among (i) Financial Counterparties (as “Makers”), (ii) Broker 

Firms and ISVs, and (iii) Market Participants (as “Takers”).