1110 Brickell Avenue

Suite 430k-200

Miami, FL 33131

www.ledgerx.com

March 12, 2021

VIA COMMISSION PORTAL

Christopher J. Kirkpatrick

Secretary, Commodity Futures Trading Commission

Three Lafayette Centre

1155 21st Street, N.W.

Washington, D.C. 20581 

Re: Commission Regulation 40.6(a) – Rule Certification

LedgerX LLC Submission No. 21-08

Dear Mr. Kirkpatrick:

LedgerX LLC (“LedgerX”) hereby notifies the Commodity Futures Trading Commission 

(the “Commission”), pursuant to Section 5c(c) of the Commodity Exchange Act (the “CEA”) and 

Commission Regulation 40.6(a), that it is certifying the attached amendments to its Rulebook. The 

attached amendments will become effective on March 26, 2021. 

A concise explanation and analysis of the changes and amendments, and their compliance 

with applicable provisions of the CEA, including the Core Principles and the Commission’s 

Regulations, is attached hereto as Appendix A and incorporated herein by this reference. The 

attached revisions consist of the following:

1. Rule 6.2.C.4: LedgerX has explained further the settlement process for swaps.

2. Rule 6.4.D: LedgerX has amended the description of withdrawal procedures to 

apply to digital currency generally, and not be limited to “Bitcoin.” 

3. Rule 12.17 – Day-Ahead USD/ETH Deci Swaps: LedgerX has added the 

previously self-certified contract specifications for USD-priced prepaid swap on 

1/10th of an ETH.

4. Rule 13.10 – Approved Kalshi Binary Contract Specification: LedgerX has 

eliminated reference to approved Kalshi Binary Contract specifications from its 

rulebook, as those specifications are not required to be included in the clearing 

portion of the rulebook. Those contracts will still be reviewed and approved by

LedgerX prior to acceptance for clearing, as is already specified in Operations 

Manual section III.H.1.

The changes and amendments to the Rulebook are reflected in a redlined copy designated 

as Appendix B. The final version of the revised Rulebook is attached at Appendix C.

LedgerX certifies that the changes and amendments comply with the CEA and Commission 

Regulations thereunder. LedgerX additionally certifies that it has concurrently posted a copy of 
1110 Brickell Avenue

Suite 430k-200

Miami, FL 33131

www.ledgerx.com

2

this submission letter and the attachments hereto on LedgerX’s website at https://ledgerx.com/. 

LedgerX is not aware of any or substantive opposing views to the changes and amendments.

Please contact the undersigned at gc@ledgerx.com if you have any questions or you would 

otherwise like to discuss this further.

Sincerely,

Brian G. Mulherin

General Counsel, LedgerX LLC
1110 Brickell Avenue

Suite 430k-200

Miami, FL 33131

https://ledgerx.com

Appendix A

RULEBOOK CHANGE

COMPLIANCE WITH DCO CORE PRINCIPLES &

REGULATIONS

1. Rule 6.2.C.4: Description of 

settlement process for swaps. 

(Appendix B, p. 69).

This is consistent with DCO Core Principle E and 

CFTC Regulation 39.14 in that it ensures adequate 

settlement procedures. See CEA § 5b(c)(2)(E), 

7 U.S.C. § 7a-1(c)(2)(E); see also 17 C.F.R. 

§ 39.13(b); see also 17 C.F.R. § 39.14. It is also 

consistent with DCM Core Principle 11 requiring 

the board of trade to ensure the financial integrity 

of transactions, including clearance and settlement 

with a DCO. See CEA § 5(d)(11), 7 U.S.C. 

§ 7(d)(11).

2. Rule 6.4.D: Description of 

withdrawals of Digital Currency 

collateral (Appendix B, p. 70)

This is consistent with DCO Core Principle I in 

that it reduces operational risk through the 

development of appropriate controls and 

procedures. See CEA § 5b(c)(2)(I)(i), 7 U.S.C. 

§ 7a-1(c)(2)(I)(i). It is also consistent with DCO 

Core Principle E in that it ensures adequate 

settlement procedures. See CEA § 5b(c)(2)(E), 

7 U.S.C. § 7a-1(c)(2)(E). Moreover, it reduces 

operational risk through the development of 

appropriate controls and procedures, as required 

by DCM Core Principle 20. See CEA 

§ 5(d)(20)(A), 7 U.S.C. § 7(d)(20)(A). It is also 

consistent with DCM Core Principle 11 requiring 

the board of trade to ensure the financial integrity 

of transactions, including clearance and settlement 

with a DCO. See CEA § 5(d)(11), 7 U.S.C. 

§ 7(d)(11).

3. Rule 12.17 – Day-Ahead USD/ETH 

Deci Swaps (Appendix B, pp. 152-

155)

This previously self-certified product rule is 

consistent with DCM Core Principle 2 in that 

establishes terms and conditions for which it the 

contract is to be traded, in accordance with 

LedgerX rules. See CEA § 5(d)(2), 7 U.S.C. 

§ 7(d)(2). It is also consistent with Core 

Principle 3, in that the contract is not readily 

susceptible to manipulation, since it is fully 

collateralized and results in physical delivery. See 

CEA § 5(d)(3), 7 U.S.C. § 7(d)(3). Core Principle 

5 is satisfied in that LedgerX rules 8.15. and 8.16 

enable LedgerX to adopt position limits or 

accountability levels, and LedgerX does in fact 

establish position limits at Rule 12.17.I. See CEA 
1110 Brickell Avenue

Suite 430k-200

Miami, FL 33131

https://ledgerx.com

4

§ 5(d)(5), 7 U.S.C. § 7(d)(5). In accordance with 

Core Principle 11, LedgerX has ensured the 

financial integrity of transactions in that each 

transaction will be fully collateralized. See CEA 

§ 5(d)(11), 7 U.S.C. § 7(d)(11).

4. Rule 13.10 – Approved Kalshi 

Binary Contract Specification

(Appendix B, p. 169)

Because Operations Manual section III.H.1 

already requires Kalshi contracts to be reviewed 

and approved by LedgerX prior to acceptance for 

clearing, eliminating this section from the 

LedgerX Rulebook is consistent with the product 

eligibility requirements of DCO Core Principle C. 

See CEA § 5b(c)(2)(C), 7 U.S.C. §7a-1(c)(2)(C). 

Operational risk associated with accepting Kalshi 

contracts for clearing is also adequately managed 

through the LedgerX Operations Manual, 

consistent with DCO Core Principle I. See CEA 

§ 5b(c)(2)(I)(i), 7 U.S.C. § 7a-1(c)(2)(I)(i).
1110 Brickell Avenue

Suite 430k-200

Miami, FL 33131

https://ledgerx.com

Appendix B

See attached Redline version of the revised LedgerX Rulebook.
LedgerX LLC

Rules

version 21.032

March 26, 2021
TABLE OF CONTENTS

Page

-iCHAPTER 1 Definitions............................................................................................................... 2

Rule 1.1 Definitions.......................................................................................................... 2

Rule 1.2 Rules of Construction...................................................................................... 13

CHAPTER 2 Company Governance ......................................................................................... 15

Rule 2.1 Ownership ....................................................................................................... 15

Rule 2.2 Board............................................................................................................... 15

Rule 2.3 Officers............................................................................................................ 17

Rule 2.4 Eligibility and Fitness....................................................................................... 18

Rule 2.5 LedgerPrime.................................................................................................... 20

Rule 2.6 Committees and Subcommittees .................................................................... 20

Rule 2.7 Regulatory Oversight Committee .................................................................... 21

Rule 2.8 Risk Management Committee......................................................................... 22

Rule 2.9 Participant Committee..................................................................................... 23

Rule 2.10 Nominating Committee.................................................................................. 23

Rule 2.11 Disciplinary Panel and Appeals Committee .................................................. 24

Rule 2.12 Emergency Rules.......................................................................................... 25

Rule 2.13 Conflicts of Interest........................................................................................ 28

Rule 2.14 Recordkeeping .............................................................................................. 31

Rule 2.15 Information-Sharing Agreements .................................................................. 31

Rule 2.16 Recordkeeping and Reporting Requirements ............................................... 32

Rule 2.17 Public Information.......................................................................................... 33

CHAPTER 3 Participants........................................................................................................... 35

Rule 3.1 Jurisdiction, Applicability of Rules ................................................................... 35

Rule 3.2 Participants – Applications, Agreements, Eligibility Criteria, 

Classifications and Privileges........................................................................ 36

Rule 3.3 Participant Obligations .................................................................................... 40

Rule 3.4 Customer Account Requirements for FCM Participants.................................. 48

Rule 3.5 Customer Funds Maintained With the Company............................................. 49

Rule 3.6 Dues, Fees and Expenses Payable by Participants........................................ 49

Rule 3.7 Recording of Communications ........................................................................ 50

Rule 3.8 Independent Software Vendors....................................................................... 50

Rule 3.9 Participant Accounts and Customer Accounts ................................................ 51

Rule 3.10 Withdrawal of Participant............................................................................... 53
TABLE OF CONTENTS

(continued)

Page

-iiCHAPTER 4 Liquidity Providers................................................................................................ 55

Rule 4.1 Application and Agreement ............................................................................. 55

Rule 4.2 Appointment .................................................................................................... 55

Rule 4.3 Benefits ........................................................................................................... 56

Rule 4.4 Obligations ...................................................................................................... 56

CHAPTER 5 Method for Trading Company Contracts .............................................................. 57

Rule 5.1 User IDs .......................................................................................................... 57

Rule 5.2 Order Entry and Audit Trail.............................................................................. 58

Rule 5.3 Order Type ...................................................................................................... 62

Rule 5.4 Trading Contracts on Behalf of Customers ..................................................... 63

Rule 5.5 Execution Methods.......................................................................................... 63

Rule 5.6 Trading Hours.................................................................................................. 64

Rule 5.7 Block Trades ................................................................................................... 64

Rule 5.8 Exchange for Physical Transactions ............................................................... 65

CHAPTER 6 Clearing and Delivery........................................................................................... 67

Rule 6.1 Clearance and Substitution ............................................................................. 67

Rule 6.2 Settlement of Company Contracts .................................................................. 68

Rule 6.3 Deposit Procedures......................................................................................... 69

Rule 6.4 Withdrawal Procedures ................................................................................... 70

Rule 6.5 Deliveries..................................................................................................... 7170

Rule 6.6 Reconciliation.................................................................................................. 71

Rule 6.7 Swap Data Reporting ...................................................................................... 71

CHAPTER 7 Margin .................................................................................................................. 73

Rule 7.1 Full Collateralization of Company Contracts Required.................................... 73

Rule 7.2 Collateral ......................................................................................................... 73

Rule 7.3 Segregation of Participant Funds.................................................................... 74

Rule 7.4 Concentration Limits........................................................................................ 75

CHAPTER 8 Business Conduct and Trading Practices ............................................................ 76

Rule 8.1 Scope .............................................................................................................. 76

Rule 8.2 Procedures...................................................................................................... 76

Rule 8.3 Prohibited Trading Activity; Prohibitions on Fictitious Transactions, 

Fraudulent Activity and Manipulation ............................................................ 76
TABLE OF CONTENTS

(continued)

Page

-iiiRule 8.4 Prohibition on Money Passing, Pre-Arranged, Pre-Negotiated and NonCompetitive Trades ....................................................................................... 77

Rule 8.5 Acts Detrimental to the Welfare or Reputation of the Company Prohibited .... 78

Rule 8.6 Misuse of the Platform..................................................................................... 78

Rule 8.7 Supervision; Information Sharing .................................................................... 78

Rule 8.8 Business Conduct ........................................................................................... 78

Rule 8.9 Trading Practices ............................................................................................ 79

Rule 8.10 Customer Order Priority ................................................................................ 81

Rule 8.11 Trading Against Customer Orders................................................................. 81

Rule 8.12 Prohibition on Withholding of Customer Orders............................................ 82

Rule 8.13 Execution Priority .......................................................................................... 82

Rule 8.14 Crossing Orders ............................................................................................ 82

Rule 8.15 Position Limits ............................................................................................... 82

Rule 8.16 Position Accountability Levels....................................................................... 84

Rule 8.17 Aggregation of Positions ............................................................................... 85

Rule 8.18 Large Trader Reporting................................................................................. 85

Rule 8.19 Compliance ................................................................................................... 86

CHAPTER 9 Discipline and Enforcement.................................................................................. 88

Rule 9.1 General............................................................................................................ 88

Rule 9.2 Investigations .................................................................................................. 90

Rule 9.3 Disciplinary Panel............................................................................................ 92

Rule 9.4 Notice of Charges............................................................................................ 93

Rule 9.5 Contesting and Appeals .................................................................................. 93

Rule 9.6 Settlements ..................................................................................................... 96

Rule 9.7 Notice of Decision ........................................................................................... 97

Rule 9.8 Penalties.......................................................................................................... 98

Rule 9.9 Summary Suspension ..................................................................................... 98

Rule 9.10 Reporting Violations to the Commission ..................................................... 100

CHAPTER 10 Arbitration......................................................................................................... 102

Rule 10.1 In General.................................................................................................... 102

Rule 10.2 Fair and Equitable Arbitration Procedures .................................................. 103

Rule 10.3 Withdrawal of Arbitration Claim................................................................... 104

Rule 10.4 Penalties...................................................................................................... 104
TABLE OF CONTENTS

(continued)

Page

-ivRule 10.5 Arbitration Panel.......................................................................................... 105

CHAPTER 11 Miscellaneous................................................................................................... 106

Rule 11.1 Adjustments Necessitated by Material Changes in the Underlying............. 106

Rule 11.2 Prohibition on Trading by Company Personnel; Misuse of Material, NonPublic Information........................................................................................ 106

Rule 11.3 Property Rights............................................................................................ 107

Rule 11.4 Signatures ................................................................................................... 109

Rule 11.5 Governing Law ............................................................................................ 109

Rule 11.6 Legal Proceedings....................................................................................... 109

Rule 11.7 LIMITATION OF LIABILITY; NO WARRANTIES ........................................ 110

Rule 11.8 Error Trade Policy ....................................................................................... 114

Rule 11.9 Company Contacts...................................................................................... 119

Rule 11.10 Reasonability Levels ................................................................................. 119

Rule 11.11 No Cancellation Ranges............................................................................ 119

Rule 11.12 Amendments to the Rules......................................................................... 120

Rule 11.13 Transfer of Trades..................................................................................... 120

Rule 11.14 Digital Currency Fork Policy...................................................................... 121

CHAPTER 12 Company Contract Specifications .................................................................... 121

Rule 12.1 USD/BTC Options ....................................................................................... 121

Rule 12.2 Day-Ahead USD/BTC Swaps...................................................................... 123

Rule 12.3 USD/BTC Weekly Options .......................................................................... 125

Rule 12.4 Day-Ahead USD/BTC Options .................................................................... 128

Rule 12.5 BTC Block Height Options........................................................................... 130

Rule 12.6 Monthly USD/BTC Mini Options.................................................................. 131

Rule 12.7 Day-Ahead USD/BTC Mini Swaps .............................................................. 133

Rule 12.8 Weekly USD/BTC Mini Options................................................................... 135

Rule 12.9 Day-Ahead USD/BTC Futures .................................................................... 137

Rule 12.10 Weekly USD/BTC Futures......................................................................... 139

Rule 12.11 Monthly USD/BTC Futures........................................................................ 140

Rule 12.12 Day-Ahead USD/BTC Mini Futures........................................................... 142

Rule 12.13 Weekly USD/BTC Mini Futures................................................................. 144

Rule 12.14 Monthly USD/BTC Mini Futures ................................................................ 146

Rule 12.15 USD/ETH Deci Options............................................................................. 148
TABLE OF CONTENTS

(continued)

Page

-vRule 12.16 USD/ETH Deci Futures ............................................................................. 150

Rule 12.17 Day-Ahead USD/ETH Deci Swaps............................................................ 152

CHAPTER 13 - CLEARING SERVICES FOR KALSHI ........................................................... 156

Rule 13.1 Clearing Services for Kalshi ........................................................................ 156

Rule 13.2 Clearance and Substitution of Kalshi Binary Contracts............................... 156

Rule 13.2.1 Clearance and Substitution.................................................................. 156

Rule 13.2.2 Settlement of Kalshi Binary Contracts.................................................. 157

Rule 13.2.3 Deposit Procedures.............................................................................. 157

Rule 13.3 Margin for Kalshi Binary Contracts.............................................................. 160

Rule 13.4 Clearing House Systems and Collateral...................................................... 162

Rule 13.5 LedgerX API................................................................................................ 163

Rule 13.6 Other Rules That Are Applicable To Kalshi Participants............................. 164

Rule 13.7 Other Rules That Are Not Applicable To Kalshi Participants. ..................... 164

Rule 13.8 Liability ........................................................................................................ 165

Rule 13.9 LIMITATION OF LIABILITY; NO WARRANTIES FOR CLEARING 

SERVICES .................................................................................................. 165
1

Rules of LedgerX LLC

Introduction

The Commodity Exchange Act requires that LedgerX LLC comply with the core principles set forth 

in the Commodity Exchange Act, as amended, and the regulations, rules and orders of the 

Commodity Futures Trading Commission, and establish, monitor and enforce its Rules relating to 

its business as a Designated Contract Market and Derivatives Clearing Organization. The 

following Rules of LedgerX LLC pertain to the trading of Company Contracts on the Company 

DCM, the clearing of Company Contracts on the Company DCO, the clearing of other Contracts 

as a provider of Clearing Services, and the rights and Obligations of Participants in connection 

with such activities.
2

CHAPTER 1 Definitions

Rule 1.1 Definitions

As used in these Rules, the following terms have the following respective meanings:

Affiliate: A Person who, directly or indirectly, controls, is controlled by, or is under 

common control with another Person.

Appeals Committee: A committee of the Board composed of Directors pursuant to Rule 

2.11, and that acts in an adjudicative role and fulfills various adjudicative responsibilities 

and duties as described in Chapter 9.

Applicable Law: With respect to any Person, any statute, law, regulation, rule or 

ordinance of any government, governmental or self-regulatory authority applicable to such 

Person, including without limitation the CEA and CFTC Regulations and any laws and 

regulations relating to economic or trade sanctions.

As soon as technologically practicable: As soon as possible, taking into consideration 

the prevalence, implementation and use of technology by comparable market participants.

Authorized Representative: With respect to any Participant that is an entity, an officer of 

such entity who is responsible for supervising all activities of the Participant, its Authorized 

User(s) and its employees relating to Transactions, and for providing information regarding 

the Participant to the Company upon request of the Company.

Authorized User: A natural person who is either employed by or is an agent of a 

Participant and who is authorized by the Participant to trade on the Company DCM on 

behalf of the Participant, and in the case of FCM Participants, intermediate Orders and 

clear Transactions on behalf of Customers, provided that the Participant maintains 

supervisory authority over such individual’s trading activities, but Authorized Users shall 

not include (i) employees or agents of Customers or (ii) Customers that are natural 

persons.

Binary Contract means an options contract with two positions which settle to an 

outcome of “YES” or “NO,” rather than settling to a price or value.

Block Trade: A privately negotiated transaction effected away from the Platform in 

accordance with Rule 5.7.

Board: The Board of Directors of the Company.
3

Bitcoin: A Digital Currency.

Business Day: Any day on which the Company DCM is open for trading, as the context 

requires.

CEA: The Commodity Exchange Act, as amended.

CFTC Regulations: The regulations of the CFTC, as in effect from time to time, including 

any Commission-issued orders or interpretive or no-action letters.

Chief Compliance Officer: The individual appointed by the Board to serve as the 

Company’s chief compliance officer.

Chief Executive Officer: The individual appointed by the Board to serve as the 

Company’s chief executive officer.

Chief Risk Officer: The individual appointed by the Board to serve as the Company’s 

chief risk officer.

Cleared Swaps Customer: As defined in §22.1 of CFTC Regulations.

Cleared Swaps Customer Account: As defined in §22.1 of CFTC Regulations and, for 

purposes of these Rules, shall include an account established and maintained for a 

Cleared Swaps Customer by the Company on the Company’s books and records to which 

a financial asset is or may be credited in accordance with these Rules and such other 

procedures as the Company may implement from time to time.

Collateral Account: With respect to: (1) Participants, including an FCM Participant’s 

Proprietary Accounts, each Participant’s and FCM Participant’s Participant Account and 

an account opened and maintained by the Company at a Settlement Bank (a) to which a 

Participant or FCM Participant transfers funds and (b) from which the Company is 

authorized to debit fees and margin or option premium, and debit or credit settlement 

payments, as applicable; and (2) FCM Participants, each FCM Participant’s Customer 

Account and an account opened and maintained by the Company at a Settlement Bank 

(a) to which an FCM Participant transfers Customer Funds and (b) from which the 

Company is authorized to debit fees and margin or option premium, and debit or credit 

settlement payments, as applicable.

Cleared Swaps Customer Collateral: As defined in §22.1 of CFTC Regulations.

Cleared Swaps Proprietary Account: As defined in §22.1 of CFTC Regulations.
4

Clearing House means the Company, in its capacity as a DCO.

Clearing Services means the provision by the Clearing House to another registered DCM 

that is unaffiliated with the Company of fully collateralized clearing, settlement and 

ancillary services as set forth in Chapter 13.

Clearing Privileges: Any right granted by the Company to a Participant to clear 

Company Contracts or Kalshi Binary Contracts.

Commission or CFTC: The U.S. Commodity Futures Trading Commission.

Company: LedgerX LLC. For the avoidance of doubt, references to the “Company” 

generally shall refer to the Company in its capacity as a DCM, and/or DCO, as the context 

requires.

Company Contract: Any derivative contract, including a futures contract, option contract 

or swap agreement, based on one or more Underlying and listed for trading on the 

Company DCM or subject to the Rules.

Company Contract Specifications: The terms and conditions of a Company Contract as 

initially published in the Rules and posted on the Website and thereafter as published in 

the Rules, posted on the Website and sent in Participant Notices.

Company DCM: The Designated Contract Market of the Company.

Company DCO: The Derivatives Clearing Organization of the Company.

Company Official: A Director, Officer, committee member, or such other individual as the 

Board may designate from time to time.

Company Personnel: A Company employee, consultant of the Company, contractor of 

the Company or agent of the Company.

Company Representative: Any Company Official, Company employee, consultant of the 

Company, contractor of the Company or agent of the Company.

Company Telecommunication Systems: The Company’s designated 

telecommunications systems (e.g., telephone and instant messaging) used for pre-trade 

communications and noncompetitive executions permitted in accordance with these 

Rules, access to which is provided to Participants by the Company.

Compliance Department: The department, reporting to the Chief Compliance Officer, 

that is responsible for compliance, investigations and disciplinary proceedings.
5

Contract means any derivative contract, including a futures contract, Binary Contract, 

option contract or swap agreement, based on one or more Underlying and for which the 

Clearing House provides Clearing Services subject to the Rules.

Critical Security Parameters or CSPs: Company-assigned private authentication tokens 

such as automated passwords and cryptographic keys used to access the Platform 

together with the User ID for security purposes.

Customer: (i) A Participant that has authorized an Executing Participant to execute 

Orders on behalf of such Participant on or subject to the Rules of the Company, provided 

that such Participant shall not be deemed to be a Customer with respect to the clearing or 

settlement of its Transactions or its margin or option premium associated with such 

Transaction; (ii) a Cleared Swaps Customer; (iii) a Futures Customer; or (iv) both an 

Executing Participant’s Customer and a Cleared Swaps Customer or a Futures Customer, 

in each case as the context requires.

Customer Account: A Cleared Swaps Customer Account or a Customer Segregated 

Account, as the context requires.

Customer Funds: As defined in CFTC Regulation 1.3.

Customer ID: The identifying code an FCM Participant assigns to a Customer and 

includes in each Customer Order to identify the individual customer on whose behalf the 

FCM Participant is exercising Trading Privileges and/or Clearing Privileges.

Customer Segregated Account: A “futures account,” as defined in CFTC Regulation 

1.3, and, for purposes of these Rules, shall include an account established and maintained 

for a Futures Customer by the Company on the Company’s books and records to which a 

financial asset is or may be credited in accordance with these Rules and such other 

procedures as the Company may implement from time to time.

Customer Type Indicator Code or CTI: A symbol that indicates the buying and selling 

customer types, as required by CFTC Regulation 1.35(g).

Derivatives Clearing Organization or DCO: As set forth in Section 1a(15) of the CEA 

and registered with the Commission pursuant to Section 5b of the CEA and in accordance 

with the provisions of Part 39 of CFTC Regulations.
6

Designated Contract Market or DCM: A board of trade designated by the CFTC as a 

contract market under Section 5 of the CEA and in accordance with the provisions of Part 

38 of CFTC Regulations.

Digital Currency: A medium of exchange stored and transferred electronically, including, 

but not limited to, Bitcoin.

Director: A member of the Board.

Disciplinary Action: Any inquiry, investigation, disciplinary proceeding, appeal from a 

disciplinary proceeding, summary imposition of fines, summary suspension or other 

summary action.

Disciplinary Panel: A panel appointed by the Regulatory Oversight Committee pursuant 

to Rule 2.11 to act in an adjudicative role and fulfill various adjudicative responsibilities 

and duties as described in Chapter 9.

Discretionary Order: As defined in Rule 8.10.

EFP transaction: An exchange for physical transaction effected away from the Platform 

in accordance with Rule 5.8.

Eligible Contract Participant or ECP: As set forth in Section 1a(18) of the CEA and as 

further defined in CFTC Regulation 1.3(m).

Emergency: Any occurrence or circumstance which, in the opinion of the Board, the Chief 

Executive Officer, the Chief Compliance Officer, or a designee duly authorized to issue 

such an opinion, requires immediate action, and which threatens, or may threaten, such 

things as the fair and orderly trading in, the liquidation, settlement, delivery, or the integrity 

of, any Company Contract, or the timely collection and payment of funds in connection 

with clearing and settlement by the Company, including without limitation:

a. any circumstance that may materially affect the performance of any Company 

Contract, including without limitation failure of the payment system, the bankruptcy 

or insolvency of any Participant, or any actual, attempted or threatened theft or 

forgery of, or other interference with, the Underlying or delivery or transfer thereof;

b. any action taken by any United States or foreign regulatory, self-regulatory, 

judicial, arbitral, or governmental (whether national, state or municipal) or quasigovernmental authority, or any agency, department, instrumentality, or subdivision 

thereof; or other Person exercising, or entitled to exercise any administrative, 
7

executive, judicial, legislative, police, regulatory or taxing authority or power; or 

any other entity registered with the Commission, board of trade, market or facility 

which may have a direct impact on trading on the Company or clearing and 

settlement of any Company Contract;

c. any actual, attempted or threatened corner, squeeze, congestion, or undue 

concentration of positions in any Company Contract;

d. any other circumstance that may have a severe, adverse effect upon the 

functioning of the Company DCM or the Company DCO; or

e. any manipulative or attempted manipulative activity.

Emergency Action: An action deemed to be necessary or appropriate to respond to an 

Emergency and taken pursuant to Rule 2.12.

Emergency Rules: Procedures or rules adopted in response to an Emergency pursuant 

to Rule 2.12.

Executing Participant: A Participant that has executed a Participant Application and 

Agreement and is authorized to enter into Orders and Transactions for its own account 

and is authorized to execute Orders as agent for other Participants and is registered with 

the Commission as a futures commission merchant, introducing broker, commodity pool 

operator or commodity trading advisor, or is exempt from registration as such.

FCM Participant: A Participant that is registered with the Commission as a Futures 

Commission Merchant and as a swap firm and to whom the Company has granted Trading 

Privileges and Clearing Privileges with respect to its Customer and Proprietary Account, 

as applicable.

Futures Commission Merchant or FCM: As defined in Section 1a(28) of the CEA and 

in CFTC Regulation 1.3(p).

Futures Customer: As defined in CFTC Regulation 1.3.

Futures Proprietary Account: A “proprietary account,” as defined in CFTC Regulation 

1.3.

Independent Software Vendor or ISV: A Person that makes available to Participants a 

system or platform offering smart order routing, front-end trading applications, 

aggregation, or a combination of the foregoing, but that does not provide Participants the 

ability to effect Swaps on such system or platform.
8

Kalshi Binary Contract means a Binary Contract that is: approved by the Clearing House 

for Clearing Services pursuant to the Clearing House Rules; listed by Kalshi for trading by 

Kalshi Participants; entered into between two Kalshi Participants; and fully collateralized 

when entered into on Kalshi.

Kalshi Binary Contract Specifications means the Kalshi Binary Contracts specifications 

set forth in Chapter [13].

Kalshi Participant means a member of Kalshi that has submitted the applicable 

Participant Application and Agreement and has been approved by the Clearing House to 

submit Kalshi Binary Contracts to Clearing House for Clearing Services, which approval 

has not been revoked or withdrawn, and maintains a Collateral Account and Participant 

Account with the Clearing House.

KalshiEX, LLC or Kalshi shall mean KalshiEX, LLC, which is a DCM registered with the 

CFTC for which the Clearing House provides Clearing Services as specified in Chapter 

13 of these Rules.

LedgerPrime: As defined in Rule 2.5.

Legal Entity Identifier or LEI: The identifying code that is required of each counterparty 

to any swap subject to the CFTC’s jurisdiction and that is used in all recordkeeping and 

all swap data reporting pursuant to Part 45 of CFTC Regulations, including any 

predecessor identifiers and including the Global Markets Entity Identifier or GMEI, which 

is the current identifier required by the CFTC until the establishment of a global Legal 

Entity Identifier system. LEIs must be renewed on an annual basis.

Life Cycle Event: Any event that would result in either a change to a primary economic 

term of a Swap or to any primary economic terms data previously reported to a Swap Data 

Repository in connection with a Swap. Examples of such events include, without limitation, 

a counterparty change resulting from an assignment or novation; a partial or full 

termination of the Swap; a change to the end date for the Swap; a change in the cash 

flows or rates originally reported; availability of a LEI for a Swap counterparty previously 

identified by name or by some other identifier; or a corporate action affecting a security or 

securities on which the swap is based (e.g., a merger, dividend, stock split, or bankruptcy). 

Life Cycle Event data means all of the data elements necessary to fully report any Life 

Cycle Event. 

Liquidity Provider: As defined in Chapter 4.
9

Liquidity Provider Agreement: An agreement between the Company and a Liquidity 

Provider that must be executed for a Participant to act as a Liquidity Provider.

Market Participant Director: A Director who has been found by the Board to be an 

authorized representative of a Participant and suitable to be a Director pursuant to Section 

5b(c)(2)(Q) of the CEA. 

Matching Engine: The set of algorithms through which Orders are matched.

Material Relationship: As set forth in Rule 2.2F.

NFA: The National Futures Association.

Nominating Committee: The committee of the Board constituted in accordance with Rule 

2.10.

Notice of Charges: As set forth in Rule 9.4.

Novation: The process by which a party to a Swap transfers all of its rights, liabilities, 

duties and obligations under the Swap to a new legal party other than the counterparty to 

the Swap. The transferee accepts all of the transferor's rights, liabilities, duties and 

obligations under the swap. A Novation is valid as long as the transferor and the remaining 

party to the Swap are given notice, and the transferor, transferee and remaining party to 

the Swap consent to the transfer.

Obligation: Any Rule, order or procedure issued by the Company, including a Participant 

Notice or other requirement implemented by the Company under the Rules (including each 

term and condition of a Company Contract), as well as any contractual obligations 

between, on the one hand, a Person, and on the other hand, the Company, and any Order 

or Transaction entered into by a Participant or its Authorized User.

OFAC: The Office of Foreign Assets Control of the U.S. Department of the Treasury.

Officer: An individual as set forth in Rule 2.3.

Operating Agreement: The Limited Liability Company Operating Agreement of the 

Company, as it may be modified from time to time.

Order: Either a bid or an offer for a Company Contract entered on the Platform or subject 

to the Rules.

Oversight Panel: As defined in CFTC Regulation 1.69,
10

Participant: A Person that has executed the Participant Application and Agreement and 

is authorized to enter into Orders and Transactions for its own account. As used in the 

Rules, the term Participant includes an FCM Participant, an Executing Participant and a 

Liquidity Provider unless the context requires otherwise. A Participant must be an ECP to 

be eligible to enter into Block Trades on the Company DCM. A Participant is not required 

to be an ECP to be eligible to enter into EFP and central limit order book transactions on 

the Company DCM or on another DCM. References to the term Participant in the Rules

includes a Kalshi Participant, but only with respect to the provision of Clearing Services 

by the Clearing House.

Participant Account: An account established and maintained for a Participant by the 

Company on its books and records to which a financial asset is or may be credited in 

accordance with these Rules and such other procedures as the Company may implement 

from time to time.

Participant Application and Agreement: An application submitted by an applicant for 

Participant status and an agreement between the Company and a Participant that must 

be executed for a Participant to gain access to the Company DCM and/or the Company 

DCO for the entry and execution of Orders and/or clearance of Transactions.

Participant Committee: The committee of the Board constituted in accordance with Rule 

2.9.

Participant Notice: A communication sent by or on behalf of the Company to all 

Participants in accordance with Rule 2.17.

Participant Portal: The vehicle through which Participants send and receive messages 

to or from the Company and other Participants, update account and contact information, 

and submit deposit and withdrawal notifications.

Person: As defined in Section 1a(38) of the CEA and in CFTC Regulation 1.3(u).

Platform: The electronic trading facility operated by the Company to provide Participants 

with the ability to execute Orders and Transactions from the interaction of multiple bids 

and multiple offers within a pre-determined, non-discretionary automated trade matching 

and execution algorithm.
11

Position Limit: The maximum number of positions, either net long or net short, in one 

Series or a combination of various Series with the same Underlying that may be held or 

controlled by a Participant as prescribed by the Company or the Commission.

Proprietary Account: A Cleared Swaps Proprietary Account or a Futures Proprietary 

Account, as the context requires.

Proprietary Data and Personal Information: Information identifying a natural person 

(e.g., name, e-mail address) or other data proprietary to any Person that discloses such 

Person’s trade secrets, market positions and/or other business transactions, excluding 

Transaction Data.

Proprietary Information: As set forth in Rule 11.3A.

Public Director: A Director who has been found by the Board to have no Material 

Relationship with the Company in accordance with Rule 2.2F.

Public dissemination and publicly disseminate: To publish and make available Swap 

transaction and pricing data in a non-discriminatory manner, through the Internet or other 

electronic data feed that is widely published (in a manner that is freely available and readily 

accessible to the public) and in machine-readable electronic format.

Regulatory Agency: Any government body, including the Commission, and any 

organization, whether domestic or foreign, granted authority under statutory or regulatory 

provisions to regulate its own activities and the activities of its members, and includes 

LedgerX LLC, any other clearing organization or contract market, and the NFA.

Regulatory Oversight Committee: The committee of the Board constituted in 

accordance with Rule 2.7.

Required Swap Continuation Data: As set forth in CFTC Regulation 45.1.

Required Swap Creation Data: As set forth in CFTC Regulation 45.1.

Regulatory Swap Data: Includes (i) Swap Transaction and Pricing Data, (ii) Required 

Swap Creation Data and (iii) Required Swap Continuation Data.

Reporting Counterparty: As set forth in Part 45 of CFTC Regulations and means the 

Participant that is designated as the Reporting Counterparty pursuant to Rule 5.1.

Respondent: Any Person subject to a Disciplinary Action and such Person’s legal counsel 

or representative.
12

Risk Management Committee: The committee appointed by the Board and constituted 

in accordance with Rule 2.8.

Rules: These rules of the Company, as in effect and as may be amended from time to 

time.

Self-Regulatory Organization: As set forth in CFTC Regulation 1.3(ee) and includes a 

DCO.

Series: All Company Contracts having identical terms, including Settlement Date and the 

value or range of values of an Underlying or category of asset class.

Settlement Bank: A depository approved by the Company as an acceptable location for 

depositing Participant funds or Customer Funds, as applicable.

Settlement Bank Business Day: A day a Settlement Bank is open for business.

Settlement Date: A Business Day on which: (1) a Participant properly tenders to the 

Company an exercise notice on an option contract, resulting in the delivery of the 

Underlying and payment on the next Settlement Bank Business Day following the 

exercise; (2) an open futures contract matures; or (3) the Company automatically closes 

out and settles a Participant’s Company Contracts that offset one another. A Company 

Contract that is an option and that has not been exercised on or before the last trading 

day will expire with no value.

Swap: A Company Contract that is a swap as defined in Section 1a(47) of the CEA and 

as further defined by CFTC Regulation 1.3(xxx), and shall include Company Contracts 

that are options as set forth in the Company Contract Specifications.

Swap Data Repository or SDR: As set forth in Section 1a(48) of the CEA and registered 

with the Commission pursuant to Section 21 of the CEA and in accordance with Part 49 

of CFTC Regulations.

Swap Execution Facility: As set forth in Section 1a(50) of the CEA and registered with 

the Commission pursuant to Section 5h of the CEA and in accordance with the provisions 

of Part 37 of CFTC Regulations.

Swap Transaction and Pricing Data: Any data required to be reported under Part 43 of 

CFTC Regulations.
13

Trading Hours: The hours during which Orders may be entered on the Company DCM 

or subject to the Rules, as set forth in Rule 5.6, and as may be revised from time to time, 

by the Company as disclosed on the Website and through Participant Notices.

Trading Privilege: Any right granted by the Company to a Participant to transmit 

Orders for a Company Contract; provided, however, that Trading Privileges for the 

Kalshi Binary Contracts are not provided through the Company in its capacity as a 

DCM.

Transaction: Any purchase or sale of any Company Contract made on the Company or 

pursuant to the Rules.

Transaction Data: Orders, bids, offers and related information concerning Company 

Contracts executed subject to the Rules, together with all information and other content 

contained in, displayed on, generated by or derived from the Platform.

UCC: The Uniform Commercial Code as in effect in the State of New York.

Underlying: The index, rate, risk, measure, instrument, differential, indicator, value, 

contingency, commodity, occurrence, or extent of an occurrence that shall determine the 

amount payable or deliverable under a Company Contract.

Unique Swap Identifier or USI: The unique swap identifier, which shall be created, 

transmitted, and used for each swap executed on LedgerX as provided in CFTC 

Regulation 45.5.

User ID: The unique identifier registered with the Company that the Company assigns to 

an Authorized User, and which is included on each Order to enable the Company to 

identify the Person entering such Orders, and, with respect to an Order entered by an 

Executing Participant on behalf of a Customer, the Customer.

Website: The Company home page or a website to which the Company home page has 

a link.

Rule 1.2 Rules of Construction

For purposes of these Rules, the following rules of construction shall apply:

1. Words conveying a singular number include the plural number, where the 

context permits, and vice versa.
14

2. References to any Regulatory Agency include any successor Regulatory 

Agency.

3. If, for any reason, a Rule is found or determined to be invalid or 

unenforceable by a court of law, the Commission or another governmental 

or quasi-governmental agency with supervisory authority, such Rule shall 

be considered severed from the Rules and all other Rules shall remain in 

full force and effect.

4. All references to time are to the local time in New York, New York unless 

expressly provided otherwise.

5. All terms defined in the UCC and not otherwise defined herein shall have 

the respective meanings accorded to them therein.

6. In the event of a conflict between these Rules and a non-disclosure 

agreement between the Company or an Affiliate of the Company and a 

Participant or Customer, these Rules shall govern.

7. In the event of a conflict between these Rules and the CEA or CFTC 

Regulations, the applicable provision of the CEA and/or CFTC Regulation 

shall govern.
15

CHAPTER 2 Company Governance

Rule 2.1 Ownership

The Company is a Delaware limited liability company. The management and operation of the 

Company is governed by the Operating Agreement and the Rules. Participant status does not 

confer any equity interest or voting right in the Company.

Rule 2.2 Board

A. The Board shall, subject to applicable provisions in the Operating Agreement:

1. Be the governing body of the Company;

2. Be constituted, and shall constitute its committees or subcommittees, to 

permit consideration of the views of market participants;

3. Have charge and control of all property of the Company;

4. Provide, acquire and maintain adequate Company offices and facilities;

5. Fix, determine and levy all Participant or other fees when necessary;

6. Determine the Company Contracts and the Company Contract 

Specifications;

7. Adopt, amend or repeal any Rules, with the input of Officers and 

committees or subcommittees;

8. Have the power to act in Emergencies as detailed in Rule 2.12; and

9. Have the power to call for review, and to affirm, modify, suspend or 

overrule, any and all decisions and actions of the Officers, committees or 

subcommittees related to the day-to-day business operations of the 

Company.

B. Any authority or discretion by the Rules vested in any Officer or delegated to any 

committee or subcommittee shall not be construed to deprive the Board of such 

authority or discretion and, in the event of a conflict, the determination of the matter 

by the Board shall prevail.

C. A majority of the Directors serving on the Board, including at least one Public 

Director, shall constitute a quorum for the transaction of business of the Board. At 

all times when the Board is conducting business at a meeting of the Board, a 
16

quorum of the Board must be present at such meeting, and the Board may act only 

by the decision of a majority of the Directors constituting a quorum of the Board by 

vote at a meeting, by unanimous written consent without a meeting, or as 

otherwise set forth in the Operating Agreement.

D. The Board shall comprise the number of Directors set forth in the Operating 

Agreement, which shall include Public Directors and Market Participant Directors 

in at least the number or percentage required under the CEA or CFTC Regulations, 

but in any event, (i) no less than two Directors shall be Public Directors and (ii) no 

less than two Directors shall be Market Participant Directors. Each Director 

(including Public Directors and Market Participant Directors) shall be appointed in 

accordance with the Operating Agreement, and shall serve until his or her 

successor is duly appointed, or until his or her earlier resignation or removal, with 

or without cause.

E. Each Director is entitled to indemnification pursuant to the Operating Agreement 

with respect to matters relating to the Company.

F. To qualify as a Public Director, an individual must be found, by the Board and on 

the record, to have no Material Relationship, as defined below, with the Company. 

The Board must make such finding at the time the Public Director is elected and 

as often as necessary in light of all circumstances relevant to such Public Director, 

but in no case less than annually. A Material Relationship is one that reasonably 

could affect the independent judgment or decision-making of the Director. The 

Board need not consider previous service as a Director of the Company to 

constitute a Material Relationship. A Director shall be considered to have a 

Material Relationship with the Company if any of the following circumstances exist 

or have existed within the past year:

1. such Director is or was an Officer or an employee of the Company, or an 

officer or an employee of an Affiliate of the Company; 

2. such Director is or was a Participant; or

3. such Director is or was a director, an officer, or an employee of a 

Participant.

G. If any of the immediate family of a Director, i.e., spouse, parents, children, and 

siblings, in each case, whether by blood, marriage, or adoption, or any person 
17

residing in the home of the Director or that of his or her immediate family have a 

Material Relationship as defined above, then that Material Relationship is deemed 

to apply to such Director.

H. The Board shall have procedures, as may be adopted by the Board from time to 

time, to remove a Director where the conduct of such Director is likely to be 

prejudicial to the sound and prudent management of the Company.

I. The Board shall review its performance and that of its individual Directors annually 

and shall consider periodically using external facilitators for such review.

Rule 2.3 Officers

A. The Board shall appoint a Chief Executive Officer, Chief Compliance Officer, Chief 

Risk Officer and such other officers of the Company as it may deem necessary or 

appropriate from time to time.

B. The Chief Compliance Officer must:

1. have the background and skills appropriate for fulfilling the responsibilities 

of the position;

2. be an individual who would not be disqualified from registration under 

Section 8a(2) or 8a(3) of the CEA;

3. report to the Board or, in the event that the Board delegates its authority to 

the Chief Executive Officer, to the Chief Executive Officer; and

4. fulfill his or her duties as required pursuant to CFTC Regulations, including, 

but not limited to, the preparation and submission of an annual compliance 

report as described in CFTC Regulation 39.10(c)(3), and assist the 

Regulatory Oversight Committee in its preparation of an annual report.

C. Any Officer may also be a director, officer, partner or employee of the Company or 

of any of its Affiliates, subject to disclosure and resolution of conflicts of interest. 

Notwithstanding the foregoing, the Chief Compliance Officer and the Chief Risk 

Officer must be two different individuals.

D. The Officers shall have such powers and duties in the management of the 

Company as the Board may prescribe from time to time, subject to any limitations 

set forth in the Operating Agreement.
18

E. Each Officer is entitled to indemnification pursuant to the Operating Agreement 

with respect to matters relating to the Company.

Rule 2.4 Eligibility and Fitness

A. An individual may not serve as a Director or Officer, or serve on a committee or 

subcommittee established by the Board or hold a 10 percent or more ownership 

interest in the Company, if the individual:

1. within the prior three years has been found, by a final decision of a court 

of competent jurisdiction, an administrative law judge, the CFTC, or any 

Self-Regulatory Organization, to have committed a disciplinary offense;

2. within the prior three years has entered into a settlement agreement in 

which any of the findings or, in the absence of such findings, any of the 

acts charged included a disciplinary offense;

3. is currently suspended from trading on a Designated Contract Market or a 

Swap Execution Facility, is suspended or expelled from membership in a 

Self-Regulatory Organization, is serving any sentence of probation, or 

owes any portion of a fine or penalty imposed pursuant to either:

a. a finding by final decision of a court of competent jurisdiction, an 

administrative law judge, the CFTC or any Self-Regulatory 

Organization that such person committed a disciplinary offense; or

b. a settlement agreement in which any of the findings or, in the 

absence of such findings, any of the acts charged included a 

disciplinary offense;

4. is currently subject to an agreement with the CFTC or Self-Regulatory 

Organization not to apply for registration with the CFTC or for membership 

in the Self-Regulatory Organization;

5. is currently, or within the past three years has been, subject to a revocation 

or suspension of registration by the CFTC, or has been convicted within 

the past three years of any of the felonies listed in Section 8a(2)(D)(ii) 

through (iv) of the CEA;

6. is currently subject to a denial, suspension or disqualification from serving 

on a disciplinary panel, arbitration panel or governing board of any self-
19

regulatory organization as that term is defined in Section 3(a)(26) of the 

Securities Exchange Act of 1934; or

7. is subject to a statutory disqualification pursuant to Section 8a(2) of the 

CEA.

For purposes of this Rule 2.4A, the terms “disciplinary offense,” “final decision” and 

“settlement agreement” have the meaning given those terms in CFTC Regulation 

1.63(a).

B. Any Director, Officer, member of a committee established by the Board and any 

individual nominated to serve in any such role, shall immediately notify the Chief 

Executive Officer if such individual is subject to one or more of the criteria in Rule 

2.4A. Prior to nomination to the Board, each individual shall certify he or she is not 

disqualified pursuant to Rule 2.4A. Upon appointment, each Director, Officer, and 

member of a committee shall provide to the Company, where applicable, changes 

in registration information within 30 days and certification of compliance 

accordingly. The Company shall verify information supporting Board compliance 

with eligibility criteria.

C. To serve as a Director, an individual must possess the ability to contribute to the 

effective oversight and management of the Company, taking into account the 

needs of the Company and such factors as the individual’s experience, 

perspective, skills and knowledge of the industry in which the Company operates.

D. A Director or Officer must meet any qualifications set forth from time to time in the 

Operating Agreement.

E. An individual may not serve on any Disciplinary Panel, arbitration panel, or the 

Appeals Committee during any proceeding affecting or concerning such individual, 

to be determined in a reasonable manner by the Company’s General Counsel.

F. If the Company determines that an individual subject to this Rule 2.4 no longer 

meets the criteria set forth in Rule 2.4.A., the Company shall inform the CFTC of 

such determination. The Company shall provide to the CFTC, upon request, an 

individual’s certification of compliance with the criteria set forth in Rule 2.4.A.
20

Rule 2.5 LedgerPrime

A. The Company’s parent company has established LedgerPrime LLC 

(“LedgerPrime”), a wholly-owned subsidiary of the Company’s parent company, to 

make markets in Company products (collectively, the “LedgerPrime Contracts”) 

cleared by the Company and to engage in hedging activities through various 

offsetting transactions. Position and counterparty limits, as well as parameters on 

LedgerPrime hedging, will be established by the Company. 

B. LedgerPrime does not receive any preferential pricing from the Company and does 

not have an inherent advantage over any other Participant with respect to latency 

or Order execution speed. 

C. LedgerPrime traders are subject to the same access criteria and must abide by the 

same rules as all other Participants.

Rule 2.6 Committees and Subcommittees

A. The Board may create, appoint Directors to serve on, and delegate powers to, 

committees and subcommittees. There shall be a Regulatory Oversight 

Committee, a Risk Management Committee, a Participant Committee, a 

Nominating Committee, a Disciplinary Panel, and an Appeals Committee. The 

Board shall designate the chairperson of each such committee, except that the 

chairperson of the Board shall designate the chairperson of the Appeals 

Committee and the Regulatory Oversight Committee shall designate the 

chairperson of the Disciplinary Panel.

B. Each committee and subcommittee shall assist in the supervision, management 

and control of the affairs of the Company within its particular area of responsibility, 

subject to the Operating Agreement and the authority of the Board.

C. Subject to the authority of the Board, each committee and subcommittee shall 

determine the manner and form in which its proceedings shall be conducted. A 

majority of the members serving on a committee or subcommittee, including at 

least one Public Director, shall constitute a quorum for the transaction of business 

of a committee or subcommittee. Each committee and subcommittee may act only 

by the decision of a quorum, by vote at a meeting or by unanimous written consent 

without a meeting. The Board has the authority to overrule the decisions of any 

committee or subcommittee.
21

Rule 2.7 Regulatory Oversight Committee

A. The Regulatory Oversight Committee shall be a standing committee of the Board 

consisting of only Public Directors, as appointed from time to time. No less than 

two Public Directors shall serve on the Regulatory Oversight Committee.

B. Each member of the Regulatory Oversight Committee shall serve for a term of one 

calendar year from the date of his or her appointment or for the remainder of his 

or her term as a Public Director, and until the due appointment of his or her 

successor, or until his or her earlier resignation or removal, with or without cause, 

as a member of the Regulatory Oversight Committee or as a Public Director. A 

member of the Regulatory Oversight Committee may serve for multiple terms.

C. The Regulatory Oversight Committee shall oversee the Company’s regulatory 

program on behalf of the Board. The Board shall delegate sufficient authority, 

dedicate sufficient resources, and allow sufficient time for the Regulatory Oversight 

Committee to fulfill its mandate. The Regulatory Oversight Committee shall make 

such recommendations to the Board that will, in its judgment, best promote the 

interests of the Company. The Regulatory Oversight Committee shall also have 

such other powers and perform such other duties as set forth in the Rules and as 

the Board may delegate to it from time to time.

D. The Regulatory Oversight Committee shall appoint individuals to the Disciplinary 

Panel in accordance with these Rules, Applicable Law and the composition 

requirements of the Disciplinary Panel. The Committee shall appoint at least one 

person who would not be disqualified from serving as a Public Director, and who 

shall serve as the Chairperson of the Disciplinary Panel.

E. The Regulatory Oversight Committee shall prepare an annual report that assesses 

the Company’s self-regulatory program for the Board and the CFTC. The annual 

report sets forth the regulatory program’s expenses, describes its staffing and 

structure, catalogues disciplinary actions taken during the year, and reviews the 

performance of the Disciplinary Panel. Such report may be prepared in 

conjunction with the Chief Compliance Officer’s annual compliance report as 

required pursuant to CFTC Regulation 39.10(c)(3).

F. Without limiting the generality of the foregoing, the Regulatory Oversight 

Committee shall have the authority to:
22

1. monitor the regulatory program of the Company for sufficiency, 

effectiveness, and independence;

2. oversee all facets of the regulatory program, including trade practice and 

market surveillance; audits, examinations, and other regulatory 

responsibilities with respect to Participants (including ensuring compliance 

with financial integrity, financial reporting, sales practice, recordkeeping, 

and other requirements); and the conduct of investigations;

3. review the size and allocation of the regulatory budget and resources; and 

the number, hiring, termination, and compensation of regulatory personnel;

4. supervise the Chief Compliance Officer of the Company, who will report 

directly to the Regulatory Oversight Committee and to the Board or, if the 

Board delegates such authority, to the Chief Executive Officer;

5. recommend changes that would ensure fair, vigorous, and effective 

regulation; and

6. review all regulatory proposals prior to implementation and advise the 

Board as to whether and how such changes may impact regulation.

Rule 2.8 Risk Management Committee

A. The Risk Management Committee shall be a standing committee consisting of no 

fewer than one Public Director, one Market Participant Director, and one Company 

Officer. The Risk Management Committee also may allow the participation of other 

market participants.

B. Each member of the Risk Management Committee shall serve for a term of one 

calendar year from the date of his or her appointment or for the remainder of his 

or her term as a Public Director, as applicable, and until the due appointment of 

his or her successor, or until his or her earlier resignation or removal, with or 

without cause, as a member of the Risk Management Committee or as a Public 

Director. A member of the Risk Management Committee may serve for multiple 

terms.

C. The Risk Management Committee shall oversee the Company’s risk management 

program. The Board shall delegate sufficient authority, dedicate sufficient 

resources, and allow sufficient time for the Risk Management Committee to fulfill 
23

its mandate. The Risk Management Committee shall make such recommendations 

to the Board that will, in its judgment, best promote the interests of the Company. 

The Risk Management Committee shall also have such other powers and perform 

such other duties as set forth in the Rules and as the Board may delegate to it from 

time to time.

Rule 2.9 Participant Committee

A. The Participant Committee shall be a standing committee of the Board consisting 

of at least 35 percent Public Directors, as appointed from time to time. No less 

than two Public Directors shall serve on the Participant Committee.

B. Each member of the Participant Committee shall serve for a term of one calendar 

year from the date of his or her appointment or for the remainder of his or her term 

as a Public Director, as applicable, and until the due appointment of his or her 

successor, or until his or her earlier resignation or removal, with or without cause, 

as a member of the Participant Committee or as a Public Director. A member of 

the Participant Committee may serve for multiple terms.

C. The Participant Committee shall determine the standards and requirements for 

initial and continuing membership or participation eligibility; review appeals of 

Company staff denials of Participant, Executing Participant and Liquidity Provider 

applications; and approve measures that would result in different categories or 

classes of Company membership. In reviewing staff denials, the Participant 

Committee shall not uphold any such Company staff denial if the relevant 

application satisfies the standards and requirements that the Participant 

Committee sets forth. The Participant Committee shall not, and shall not permit 

the Company to, restrict access or impose burdens on access in a discriminatory 

manner, within each category or class of Participants or between similarly situated 

categories or classes of Participants.

Rule 2.10 Nominating Committee

A. The Nominating Committee shall be a standing committee of the Board consisting 

of at least 51 percent Public Directors, as appointed from time to time. No less 

than two Public Directors shall serve on the Nominating Committee.

B. Each member of the Nominating Committee shall serve for a term of one calendar 

year from the date of his or her appointment or for the remainder of his or her term 
24

as a Public Director, as applicable, and until the due appointment of his or her 

successor, or until his or her earlier resignation or removal, with or without cause, 

as a member of the Nominating Committee or as a Public Director. A member of 

the Nominating Committee may serve for multiple terms.

C. The Nominating Committee shall identify individuals qualified to serve on the 

Board, consistent with criteria approved by the Board, and with the composition 

requirements set forth in the Rules or Operating Agreement. The Nominating 

Committee shall administer a process for the nomination of individuals to the 

Board. The Board shall delegate sufficient authority, dedicate sufficient resources, 

and allow sufficient time for the Nominating Committee to fulfill its mandate. The 

Nominating Committee shall make such recommendations to the Board that will, 

in its judgment, best promote the interests of the Company. The Nominating 

Committee shall also have such other powers and perform such other duties as 

set forth in the Rules and as the Board may delegate to it from time to time.

Rule 2.11 Disciplinary Panel and Appeals Committee

A. The Disciplinary Panel shall be:

1. a standing committee consisting of at least three members, including at 

least one person who would not be disqualified from serving as a Public 

Director who will serve as the chairperson, as appointed from time to time. 

At least one member of the Disciplinary Panel must be a Participant or an 

employee of a Participant. The Board may establish more than one 

Disciplinary Panel. The Regulatory Oversight Committee will appoint 

individuals for membership on the Disciplinary Panel. Each Disciplinary 

Panel shall include members with sufficient differing experience and 

Participant interests so as to ensure fairness and to prevent special 

treatment or preference for any Person.

2. responsible for conducting hearings, rendering decisions, and imposing 

sanctions with respect to any Disciplinary Action. The Disciplinary Panel 

shall also have such other powers and perform such other duties as set 

forth in the Rules and as the Board may determine from time to time.

B. Each member of the Disciplinary Panel shall serve for a term of two calendar years 

from the date of his or her appointment, and until the due appointment of his or her 
25

successor, or until his or her earlier resignation or removal, with or without cause, 

as a member of the Disciplinary Panel. A member of the Disciplinary Panel may 

serve for multiple terms.

C. The Appeals Committee shall be:

1. a standing committee consisting of at least three members of the Board. 

The members of the Appeals Committee and its Chairperson shall be 

appointed by the Chairperson of the Board, provided that, at all times the 

Appeals Committee shall include at least one Public Director who shall 

serve as the Chairperson of the Appeals Committee.

2. responsible for conducting hearings of appeals of decisions of the 

Disciplinary Panel, rendering decisions of such appeals, and imposing 

sanctions with respect to such appeals. The Appeals Committee shall also 

have such other powers and perform such other duties as set forth in these 

Rules and as the Board may determine from time to time.

D. Each member of the Appeals Committee shall serve for a term of one calendar 

year from the date of his or her appointment or for the remainder of his or her term 

as a Public Director, as applicable, and until the due appointment of his or her 

successor, or until his or her earlier resignation or removal, with or without cause, 

as a member of the Appeals Committee or as a Public Director. A member of the 

Appeals Committee may serve for multiple terms.

Rule 2.12 Emergency Rules

A. During an Emergency, the Company may implement temporary emergency 

procedures and rules pursuant to Rule 2.12D, subject to the applicable provisions 

of the CEA and CFTC Regulations.

B. The Chief Executive Officer or his or her designee and the Chief Compliance 

Officer or his or her designee, acting in conjunction or, if it is not possible to act in 

conjunction, acting alone, are authorized to determine whether an Emergency 

exists and whether Emergency Rules or Emergency Actions are warranted. 

Emergency Rules may require or authorize the Company, the Board, any 

committee of the Board or any Officer to take Emergency Actions, including, but 

not limited to, the following actions:
26

1. suspend or curtail trading in, or limit trading to liquidation, for any Company 

Contract;

2. extend or shorten the last trading date for any Company Contract;

3. provide alternative settlement mechanisms for any Company Contract 

(including by altering the settlement terms or conditions or fixing the 

settlement price) or suspend the transfer of the Underlying;

4. order the transfer or liquidation of open positions in any Company Contract; 

provided that if a Company Contract is fungible with a contract on another 

platform in addition to the Company, the liquidation or transfer of open 

interest in such Company Contract will be ordered only as directed, or 

agreed to, by CFTC staff or the CFTC;

5. extend, shorten or change the Trading Hours or the expiration date of any 

Company Contract;

6. require Participants to meet special margin requirements;

7. order the transfer of Company Contracts and the associated margin or alter 

any Company Contract’s settlement terms or conditions;

8. impose or modify position limits, price limits, and intraday market 

restrictions; or

9. any other action, if so directed by the CFTC.

C. Before taking an Emergency Action, the effects of such Emergency Action on 

markets underlying the Company Contract(s) affected by such Emergency Action, 

on markets that are linked or referenced to such Company Contracts and similar 

markets on other trading venues, or any potential conflicts of interest shall be 

considered and documented as required under Rule 2.12F.

D. Before any Emergency Rule may be adopted and enforced, the Regulatory 

Oversight Committee shall approve the implementation of such Emergency Rule 

at a duly convened meeting. If the Chief Executive Officer, or his or her designee, 

or if the Chief Executive Officer or his or her designee is unavailable, the Chief 

Compliance Officer, or his or her designee, determines that Emergency Rules 

must be implemented with respect to an Emergency before a meeting of the 

Regulatory Oversight Committee can reasonably be convened, then the Chief 
27

Executive Officer, or his or her designee, or if the Chief Executive Officer or his or 

her designee is unavailable, the Chief Compliance Officer, or his or her designee, 

shall have the authority, without Board or committee action, to implement any 

Emergency Rules with respect to such Emergency that he or she deems 

necessary or appropriate to respond to such Emergency. In such circumstances, 

the Chief Executive Officer, or his or her designee, or if the Chief Executive Officer 

or his or her designee is unavailable, the Chief Compliance Officer, or his or her 

designee, must convene a meeting of the Regulatory Oversight Committee to ratify 

the actions taken by the Chief Executive Officer, or his or her designee, or the 

Chief Compliance Officer, or his or her designee, as soon as practicable. 

Whenever the Company implements an Emergency Rule or takes an Emergency 

Action, a duly authorized representative of the Company, where possible, will 

inform Participants through a Participant Notice.

E. The Company will use reasonable efforts to notify the CFTC and the Board prior 

to implementing, modifying or terminating an Emergency Rule. If such prior 

notification is not possible or practicable, the Company will notify the CFTC and 

the Board as soon as possible or reasonably practicable, but in any event no longer 

than 24 hours after implementing, modifying or terminating an Emergency Rule.

F. Upon taking any Emergency Action, the Company will document the decisionmaking process related to such Emergency Action, including the process for 

minimizing conflicts of interest, the extent to which the Company considered the 

effect of its Emergency Action on the Underlying markets and on markets that are 

linked or referenced to the contract market and similar markets on other trading 

venues, and reasons for using emergency authority under this Rule 2.12. Such 

documentation will be maintained in accordance with Rule 2.14.

G. The Chief Executive Officer, or his or her designee, or if the Chief Executive Officer 

or his or her designee is unavailable, the Chief Compliance Officer, or his or her 

designee, may determine that an Emergency has been reduced sufficiently to 

allow the Company to resume normal functioning, in which case any Emergency 

Actions responding to such Emergency will be terminated and a duly authorized 

representative of the Company will inform Participants through a Participant 

Notice.
28

H. Participants must promptly notify the Company of any circumstance that may give 

rise to a declaration of an Emergency.

Rule 2.13 Conflicts of Interest

A. Named Party in Interest Conflict

1. No member of the Board, Oversight Panel or Disciplinary Panel shall 

participate in such body’s deliberations or voting in any matter involving a 

named party in interest where such member:

a. is the named party in interest in the matter;

b. is an employer, employee or fellow employee of a named party in 

interest;

c. is associated with a named party in interest through a “broker 

association” as defined in CFTC Regulation 156.1;

d. has any other significant, ongoing business relationship with a 

named party in interest, excluding relationships limited to Company 

Contracts; or

e. has a family relationship (i.e., the member’s spouse, parents, 

children, and siblings, in each case, whether by blood, marriage, or 

adoption, or any person residing in the home of the member or that 

of his or her immediate family) with a named party in interest.

2. Prior to consideration of any matter involving a named party in interest, 

each member of the deliberating body shall disclose to the Chief 

Compliance Officer whether such member has one of the relationships 

listed above with a named party in interest.

3. The Chief Compliance Officer shall determine whether any member of the 

relevant deliberating body is subject to a conflicts restriction under this Rule 

2.13A. Such determination shall be based upon a review of the following 

information:

a. information provided by such member pursuant to clause (2) above; 

and
29

b. any other source of information that is held by and reasonably 

available to the Company.

B. Financial Interest in a Significant Action Conflict

1. No member of the Board, Oversight Panel or Disciplinary Panel shall 

participate in the body’s deliberations or voting on any significant action if 

such member knowingly has a direct and substantial financial interest in 

the result of the vote based upon either Company or non-Company 

positions that could reasonably be expected to be affected by the action.

2. Prior to consideration of any significant action, each member of the

deliberating body who does not choose to abstain from deliberations and 

voting shall disclose to the Chief Compliance Officer any information that 

may be relevant to a determination of whether such member has a direct 

and substantial financial interest in the result of the vote.

3. The Chief Compliance Officer shall determine whether any member of the 

relevant deliberating body who does not choose to abstain from 

deliberations and voting is subject to a conflicts restriction under this Rule 

2.13B. Such determination shall be based upon a review of the following 

information:

a. the most recent large trader reports and clearing records available 

to the Company;

b. gross positions held at the Company in the member's personal 

accounts or “controlled accounts,” as defined in CFTC Regulation 

1.3(j);

c. gross positions held at the Company in proprietary accounts, as 

defined in CFTC Regulation 1.17(b)(3), at the member's affiliated 

firm;

d. gross positions held at the Company in accounts in which the 

member is a principal, as defined in CFTC Regulation 3.1(a);

e. net positions held at the Company in “customer” accounts, as 

defined in CFTC Regulation 1.17(b)(2), at the member's affiliated 

firm;
30

f. any other types of positions, whether maintained at the Company 

or elsewhere, held in the member's personal accounts or the 

proprietary accounts of the member's affiliated firm that the Chief 

Compliance Officer reasonably expects could be affected by the 

significant action;

g. information provided by such member pursuant to clause (2) above; 

and

h. any other information reasonably available to the Company, taking 

into consideration the exigency of the significant action being 

contemplated.

4. Any member who would otherwise be required to abstain from deliberations 

and voting pursuant to clause (1) above may participate in deliberations, 

but not in voting, if the deliberating body, after considering the factors 

specified below, determines that such participation would be consistent 

with the public interest; provided, however, that before reaching any such 

determination, the deliberating body will fully consider the information 

specified in clause (3) above which is the basis for such member’s direct 

and substantial financial interest in the significant action that is being 

contemplated. In making its determination, the deliberating body shall 

consider:

a. whether such member’s participation in the deliberations is 

necessary to achieve a quorum; and

b. whether such member has unique or special expertise, knowledge 

or experience in the matter being considered.

C. The minutes of any meeting to which the conflicts determination procedures set 

forth in this Rule apply shall reflect the following information:

1. the names of all members who participated in such meeting;

2. the name of any member who voluntarily recused himself or herself or was 

required to abstain from deliberations or voting on a matter and the reason 

for the recusal or abstention, if stated;
31

3. the information that was reviewed for each member of the relevant 

deliberating body; and

4. any determination made in accordance with Rule 2.13A.3 or Rule 2.13B.4

above.

Rule 2.14 Recordkeeping

A. The Company shall keep, or cause to be kept, complete and accurate books and 

records of accounts and activities of the Company, including all books, records and 

other documentation required to be maintained pursuant to the CEA and CFTC 

Regulations.

B. The Company shall retain all such books and records in accordance with the CEA 

and CFTC Regulations.

C. The Company will provide information required to be maintained or provided 

pursuant to the CEA and CFTC Regulations to the Commission, the U.S. 

Securities and Exchange Commission, the U.S. Department of Justice or any 

representative of a prudential regulator as authorized by the Commission, upon 

request, in each case in the form and manner required under these Rules, and/or 

the CEA and CFTC Regulations.

Rule 2.15 Information-Sharing Agreements

A. The Company may enter into information-sharing agreements or other 

arrangements or procedures to coordinate surveillance with other markets on 

which financial instruments related to the Company Contracts trade. As part of any 

information-sharing agreements or other arrangements or procedures adopted 

pursuant to this Rule, the Company may:

1. provide market surveillance reports to other markets;

2. share information and documents concerning current and former 

Participants or Authorized Users with other markets;

3. share information and documents concerning ongoing and completed 

investigations with other markets; or

4. require its current or former Participants or Authorized Users to provide 

information and documents to the Company at the request of other markets 
32

with which the Company has an information-sharing agreement or other 

arrangements or procedures.

B. The Company may enter into any information-sharing agreements or other 

arrangements or procedures, including an information-sharing agreement or other 

arrangement or procedure similar to that described above in paragraph (A), with 

any Person or body (including but not limited to a Regulatory Agency or Swap Data 

Repository) if the Company considers such agreement, arrangement or 

procedures to be in furtherance of the Company’s purpose or duties under these 

Rules or Applicable Law.

C. The Company may provide information to a duly authorized foreign governmental 

authority, as directed by the CFTC, in accordance with an information-sharing 

agreement or other arrangements or procedures executed with such foreign 

governmental authority or the CFTC.

Rule 2.16 Recordkeeping and Reporting Requirements

A. In the event the Board rejects a recommendation or supersedes an action of the 

Regulatory Oversight Committee, the Risk Management Committee or the Chief 

Compliance Officer, the Company shall maintain documentation detailing: (1) the 

recommendation or action of the Regulatory Oversight Committee, the Risk 

Management Committee or the Chief Compliance Officer, as the case may be; (2) 

the rationale for such recommendation or action; (3) the rationale of the Board for 

rejecting such recommendation or superseding such action; and (4) the course of 

action that the Board decided to take contrary to such recommendation or action.

B. In the event that the Risk Management Committee rejects a recommendation or 

supersedes an action of any of its subcommittees, the Company shall maintain 

documentation detailing (1) the recommendation or action of the subcommittee; 

(2) the rationale for such recommendation or action; (3) the rationale of the Risk 

Management Committee for rejecting such recommendation or superseding such 

action; and (4) the course of action that the Risk Management Committee decided 

to take contrary to such recommendation or action.

C. In accordance with Rule 6.7, the Company shall report all Transactions of Swaps 

subject to reporting by the Company pursuant to applicable CFTC Regulations to 

a Swap Data Repository selected by the Company for such purpose within the time 
33

limits set forth in CFTC Regulations. Parties to a Transaction where reporting is 

required shall be responsible for any of their own reporting obligations. 

Participants shall include with any Order sufficient information to enable the 

Company to report all Required Swap Creation Data pursuant to Part 45 of CFTC 

Regulations, including but not limited to the information prescribed under Rule 

5.2B.10 (to the extent such information is not pre-populated by the Platform). 

Participants may provide certain data to the Company in the Participant Application 

and Agreement, such as whether the Participant is a U.S. person, swap dealer, 

major swap participant, or financial entity as defined in the Participant Application 

and Agreement. Participants must inform the Company immediately of any 

change in status that would affect data to be reported to a Swap Data Repository 

in accordance with Rule 6.7.

D. The Company shall record and report to the CFTC all data required to be reported 

to the CFTC under Part 16 of CFTC Regulations, in the form and manner required 

by CFTC Regulations.

E. The Company shall keep and maintain books and records identifying each Order 

submitted to the Company and each Transaction effected pursuant to these Rules, 

including the identification of the execution method (e.g., central limit order book, 

Block Trade, EFP) with respect to each such Order and Transaction. These books 

and records shall be kept and maintained in accordance with the CEA and CFTC 

Regulations.

F. The Company shall submit to the CFTC within thirty days after each Board election 

a list of the Board’s Directors, the Participant interests they represent, and how the 

composition of the Board meets the requirements of CFTC Regulation 1.64(b) and 

the Company’s Rules and procedures.

Rule 2.17 Public Information

A. Accurate, complete and current copies of these Rules and Company Contract 

Specifications shall be published on the Website.

B. The Company shall make public on a daily basis information on settlement prices, 

volume, open interest, and opening and closing ranges for actively traded 

Company Contracts.
34

C. Except as provided herein, the Company shall publish on its Website a Participant 

Notice with respect to each addition to, modification of, or clarification of, the Rules, 

the Matching Engine, and any Company Contract Specification prior to the earlier 

of:

1. the effective date thereof; and

2. the filing of such change with the Commission.

D. If confidential treatment is sought with respect to any information the Company 

submits to a Regulatory Agency, only the public version of such filing shall be 

disclosed pursuant to Rule 2.17C.

E. Any Participant Notice shall be deemed to have been made to all Participants and 

any other such Person as may be required by sending such Participant Notice to 

the email address on file with the Company and by posting the Participant Notice 

on the Website.

F. Any information published in accordance with this Rule 2.17 shall specify whether 

it applies to the Company DCM and/or the Company DCO.
35

CHAPTER 3 Participants

Rule 3.1 Jurisdiction, Applicability of Rules

A. ANY PERSON, INCLUDING A PARTICIPANT OR AN AUTHORIZED USER, 

DIRECTLY OR INDIRECTLY INITIATING, EXECUTING, AND/OR CLEARING A 

TRANSACTION ON THE COMPANY OR SUBJECT TO THESE RULES, AND 

ANY PERSON FOR WHOSE BENEFIT SUCH A TRANSACTION HAS BEEN 

INITIATED OR EXECUTED, OR CLEARED, INCLUDING CUSTOMERS, AND AN 

AUTHORIZED REPRESENTATIVE AND, FOR THE AVOIDANCE OF DOUBT, 

AN FCM PARTICIPANT, EXECUTING PARTICIPANT AND A LIQUIDITY 

PROVIDER, AND ANY EMPLOYEE OR AGENT OF A PARTICIPANT, AND ANY 

OTHER PERSON ACCESSING THE PLATFORM: (i) AGREES TO BE BOUND 

BY AND COMPLY WITH THESE RULES, THE OBLIGATIONS AND 

APPLICABLE LAW, IN EACH CASE TO THE EXTENT APPLICABLE TO SUCH 

PERSON; (ii) EXPRESSLY CONSENTS AND SUBMITS TO THE JURISDICTION 

OF THE COMPANY WITH RESPECT TO ANY AND ALL MATTERS ARISING 

FROM, RELATED TO, OR IN CONNECTION WITH, THE STATUS, ACTIONS OR 

OMISSIONS OF SUCH PERSON; AND (iii) AGREES TO ASSIST THE 

COMPANY IN COMPLYING WITH THE COMPANY’S LEGAL AND 

REGULATORY OBLIGATIONS, COOPERATE WITH THE COMPANY, THE 

CFTC AND ANY REGULATORY AGENCY WITH JURISDICTION OVER THE 

COMPANY IN ANY INQUIRY, INVESTIGATION, AUDIT, EXAMINATION OR 

PROCEEDING. ANY AMENDMENTS TO OR THE REPEAL OF A RULE, OR THE 

ADOPTION OF A NEW RULE, SHALL, UPON THE EFFECTIVE DATE OF SUCH 

AMENDMENT, REPEAL OR ADOPTION, AS APPLICABLE, BE BINDING ON 

ALL PERSONS SUBJECT TO THE JURISDICTION OF THE COMPANY, 

REGARDLESS OF WHEN SUCH PERSON BECAME SUBJECT TO THE 

COMPANY’S JURISDICTION, AND ON ALL COMPANY CONTRACTS AS 

APPLICABLE.

B. ALL COMPANY PARTICIPANTS ARE ALSO SUBJECT TO THE JURISDICTION 

OF THE CFTC REGARDLESS OF LOCATION, NATIONALITY, CITIZENSHIP, 

OR PLACE OF INCORPORATION.
36

Rule 3.2 Participants – Applications, Agreements, Eligibility Criteria, Classifications and 

Privileges

LedgerX LLC will provide access to the Platform (including but not limited to the central limit order 

book) and related services in an impartial, transparent, fair and non-discriminatory manner.

A. Each Participant shall have the right to access electronically the Platform, including 

the right to place Orders for each of its Proprietary Accounts, provided that such 

Participant is eligible for and has applied and received Trading Privileges and 

Clearing Privileges. In order to become a Participant, an applicant must:

1. complete and submit the Company Participant Application and Agreement, 

User Agreement, and application fee, as may be established by the 

Company from time to time;

2. not be subject to any economic or trade sanctions programs administered 

by OFAC or other relevant U.S. or non-U.S. authority, and must not be 

listed on OFAC’s List of Specially-Designated Nationals and Blocked 

Persons, or if applicant is an entity, not include any such person among its 

beneficial owners;

3. (for U.S. applicants:) if an applicant is an entity, be validly organized, and 

in good standing, in the United States;

4. (for Singapore applicants:) if an applicant is an entity, be validly organized, 

and in good standing, in Singapore; and must not be listed as a designated 

individual or entity as to terrorism or targeted financial sanctions by the 

Money Authority of Singapore;

5. (for Singapore applicants:) if an applicant is a natural person, be a citizen 

of Singapore; and must not be listed as a designated individual or entity as 

to terrorism or targeted financial sanctions by the Money Authority of 

Singapore;

6. (for non-U.S. applicants:) if an applicant is an entity, be validly organized 

and in good standing in its jurisdiction of organization, and 

7. as applicable, be an Eligible Contract Participant in order to enter into Block 

Trades;
37

8. not be prohibited from using the services of the Company for any reason 

whatsoever;

9. have a good reputation and business integrity and maintain adequate 

financial resources and credit;

10. not have filed for bankruptcy and not be insolvent;

11. designate at least one Authorized User (or in the case of a natural person 

Participant, such Person shall be deemed to be the Authorized User);

12. if an applicant is an entity, designate at least two Authorized 

Representatives (or in the case of a natural person Participant, such 

Person shall be deemed to be the sole Authorized Representative) who are 

responsible for supervising all activities of the Participant, its Authorized 

User(s) and its employees relating to Transactions, for making withdrawal 

requests and for providing any information the Company may request 

regarding such Participant; provided, that upon request the Company may 

permit an entity applicant to designate a single Authorized Representative 

in the Chief Compliance Officer’s sole discretion; and

13. meet any other criteria and provide the Company with any other information 

the Company may request regarding the Participant.

B. Each FCM Participant shall have the right to access electronically the Platform, 

including the right to place Orders for each of its Proprietary Accounts or Customer 

Accounts, provided that such FCM Participant is eligible for and has applied and 

received Trading Privileges and Clearing Privileges. The Company does not 

currently have any FCM Participants or other Participants that may execute 

intermediated trades. In order to become an FCM Participant, an FCM applicant 

must: 

1. satisfy the conditions in 0Rule 3.2A;

2. be validly organized and in good standing, in the United States; 

3. have sufficient operational capabilities and resources to support the 

Platform and Underlying transfer requirements, including sufficient: (a) 

policies and procedures, (b) understanding of and support for the Company 
38

Contracts and transfers of the Underlying, (c) asset security and cyber 

security procedures and (d) AML controls;

4. have sufficient ability, appropriate accounts and technical support to clear 

the Underlying, including maintenance of the requisite Collateral Accounts 

at all times; 

5. submit to the Company a letter confirming that the applicant will maintain 

all Customer Funds deposited with it in connection with trading any 

Company Contract in appropriately labeled and segregated Customer 

Accounts, as required by Commission regulations; 

6. if the FCM applicant seeks to facilitate Block Trades for one or more 

Customers, agree to confirm that each Customer executing a Block Trade 

represents that it is an ECP; and

7. meet any other criteria or complete any additional applications that the 

Company may request.

C. Prior to becoming an FCM Participant, FCM applicants must submit to the 

Company: (i) a guarantee agreement on a form prescribed by the Company 

defining the FCM Participant’s obligation to financially guarantee the applicant’s 

Orders and Transactions and those of the applicant’s Customers, signed by the 

FCM Participant; and (ii) an agreement authorizing the Company to unilaterally 

debit any Collateral Accounts in accordance with these Rules, Company policies 

and procedures and in amounts solely determined by the Company. 

D. The Company may in its sole discretion approve, deny, or condition any FCM 

Participant application as the Company deems necessary or appropriate. 

E. If an FCM Participant application is approved by the Company, the applicant will 

be a FCM Participant of the Company with Trading Privileges and Clearing 

Privileges with respect to its Customers and its Proprietary Account, as applicable.

F. To be eligible to become an Executing Participant, an applicant must:

1. satisfy the conditions in 0Rule 3.2A;

2. complete the Executing Participant representation of the Participant 

Application and Agreement; 
39

3. if the Executing Participant seeks to facilitate Block Trades for one or more 

Customers, agree to confirm that each Customer executing a Block Trade 

represents that it is an ECP; and

4. be registered as a futures commission merchant, introducing broker or 

commodity trading advisor, or be exempt from registration as such. 

G. Submission of a Participant Application and Agreement to the Company 

constitutes the applicant’s agreement to be bound by the Rules and the published 

policies of the Company.

H. No person affiliated, within the meaning of Section 5b(c)(2)(O) of the CEA, with a 

director of the Company or a Participant (for purposes of this Rule, an “affiliate”) 

shall meet criteria for refusal to register a person under Section 8a(2) of the CEA; 

unless the Risk Management Committee finds that there are special circumstances 

warranting the waiver of such disqualification with respect to the affiliate.

1. With respect to affiliates, the Board shall be entitled to rely on a 

representation from the relevant director or Participant that, to the best of 

such person’s knowledge, none of its affiliates is subject to disqualification 

pursuant to the Company’s fitness standards and that such person will 

notify the Company if at any time such director or Participant becomes 

aware that any such affiliate fails to meet the fitness standards.

2. Section 5b(c)(2)(O)(ii)(IV) of the CEA requires each DCO to establish 

Fitness Standards for persons with direct access to the settlement or 

clearing activities of the DCO (“Access Persons”). The only persons with 

such access are Participants. 

I. Applicants for Participant status of the Company may withdraw their applications 

at any time without prejudice or without losing their right to apply at a future time.

J. Company staff may, in its sole discretion, approve, deny, or condition any 

Participant application as Company staff deems necessary or appropriate.

1. In the event that Company staff decides to decline or condition an 

application for admission as a Participant, or to terminate a Person’s status 

as Participant, Company staff shall notify such Person thereof in a written 

notice sent to the address provided by the Person in the Participant 
40

Application and Agreement or maintained in the Company’s registry of 

Participants. The written notice will specify the basis for the Company’s 

decision. Such Person may, within 28 Business Days, request in writing 

that the Participant Committee reconsider the determination.

2. Within 28 Business Days of receiving a request for reconsideration, the 

Participant Committee shall confirm, reverse or modify the denial, condition 

or terminate the Participant status of such Person, and shall promptly notify 

such Person accordingly in writing. The Participant Committee may, in its 

sole discretion, schedule a hearing (in person or by teleconference), 

request additional information from such Person or establish any other 

process that it believes is necessary or appropriate to consider the request 

for reconsideration.

3. The Participant Committee’s decision is the final action of the Company 

and is not subject to appeal within the Company.

K. Upon approval by the Company of an applicant’s Participant Application and 

Agreement, the applicant will be deemed to be a Participant, and shall continue to 

comply with all applicable eligibility criteria in this Rule or as the Company may 

require, and shall have the following privileges, which the Company may revoke, 

amend, or expand in accordance with, or by amending, these Rules:

1. Trading Privileges and Clearing Privileges;

2. To intermediate the execution of Customer Transactions on the Company, 

if approved as an Executing Participant;

3. To intermediate Orders and clear Transactions on behalf of Customers, if 

approved as an FCM Participant; and

4. To distribute Company data to its Customers pursuant to any data 

distribution agreement with the Company.

L. The Company will apply Participant access criteria in a fair and non-discriminatory 

manner that is not anti-competitive.

Rule 3.3 Participant Obligations

A. Each Participant and any Authorized User(s) thereof, must comply with these 

Rules, applicable provisions of the CEA and relevant CFTC Regulations. Each 
41

Participant and any Authorized User(s) thereof also must cooperate promptly and 

fully with the Company, its agents, and the CFTC in any investigation, call for 

information, inquiry, audit, examination, or proceeding. Such cooperation shall 

include providing the Company with access to information on the activities of such 

Participant and/or its Authorized User(s) in any referenced market that provides 

the underlying prices for any Company market. If any Participant or Authorized 

User thereof fails to satisfy any Obligation, the Company may revoke or suspend 

the Participant’s privileges in full or in part. Each Participant also may be subject 

to civil or criminal prosecution.

B. Each Participant consents to allow the Company to provide all information the 

Company has about the Participant, including the Participant’s and Customers’ 

trading activity, to the CFTC or any other Regulatory Agency, law enforcement 

authority, or judicial tribunal, including (as may be required by information-sharing 

agreements or other arrangements or procedures or other contractual, regulatory, 

or legal provisions) foreign regulatory or self-regulatory bodies, law enforcement 

authorities, or judicial tribunals without notice to the Participant.

C. Each Participant consents to the Company providing information related to Know 

Your Customer or Anti-Money Laundering to Settlement Banks or potential 

Settlement Banks.

D. Each Participant must establish and maintain cyber security policies and 

procedures to protect each such Participant’s systems, including, but not limited 

to, any API.

E. Each Participant must represent to the Company that each such Participant has 

established and maintains an account to hold Underlying and will adhere to the 

Company’s collateral transfer procedures. Each Participant agrees to provide and 

accept collateral when required to do so by the Company.

F. Each Participant and Customer, upon a request of the Company or any Regulatory 

Agency, must promptly respond to any requests for information, including by 

providing any necessary information for the Company to perform any of the 

functions described in the CEA.

G. Participant Recordkeeping:
42

1. Swaps. With respect to each Company Contract that is a Swap, each 

Participant and Customer must prepare, maintain, keep current and retain 

those books and records for the life of each Swap, including records of the 

instrument used as a reference price, underlying commodities and related 

derivatives market for five years following the termination of such Swap, 

and any other books and records required by these Rules, the CEA and 

the CFTC’s Regulations for the time period required by these Rules, the 

CEA and the CFTC’s Regulations.

2. Futures Contracts. With respect to each Company Contract that is a 

futures contract (including any option on a futures contract), each 

Participant and Customer must prepare, maintain, keep current and retain 

those books and records of the trading activity, including records of the 

instrument used as a reference price, underlying commodities and related 

derivatives market for five years following execution of the Company 

Contract, and any other books and records required by these Rules, the 

CEA and the CFTC’s Regulations for the time period required by these 

Rules, the CEA and the CFTC’s Regulations.

3. The books and records required to be kept under subparagraphs 1 and 2 

above shall be readily accessible for inspection and promptly provided to 

the Company, its designated Self-Regulatory Organization, the CFTC, the 

U.S. Securities and Exchange Commission or the U.S. Department of 

Justice, upon request, in each case in the form and manner required under 

these Rules, and/or the CEA and CFTC Regulations.

H. Each Participant must immediately notify the Company in writing upon becoming 

aware:

1. that the Participant, any of the Participant’s officers or any of the 

Participant’s Authorized Users has had trading or clearing privileges 

suspended, access to, or membership or clearing membership in any 

Regulatory Agency denied;

2. that the Participant, any of the Participant’s officers or any of the 

Participant’s Authorized Users has been convicted of, pled guilty or no 
43

contest to, or entered a plea agreement to any felony in any domestic, 

foreign or military court, or with the CFTC, as applicable;

3. that the Participant, any of the Participant’s officers or any of the 

Participant’s Authorized Users has been convicted of, plead guilty or no 

contest to, or entered a plea agreement to a misdemeanor in any domestic, 

foreign or military court, or with the CFTC, as applicable, which involves:

a. embezzlement, theft, extortion, fraud, fraudulent conversion, 

forgery, counterfeiting, false pretenses, bribery, gambling, 

racketeering, or misappropriation of funds, securities or properties; 

or

b. any Transaction in or advice concerning swaps, futures, options on 

futures or securities;

4. that the Participant, any of the Participant’s officers or any of the 

Participant’s Authorized Users has been subject to, or associated with a 

firm that was subject to, regulatory proceedings before any Regulatory 

Agency;

5. of any other material change in any information contained in the 

Participant’s application, including any failure to continue to meet the 

requirements to be an Eligible Contract Participant with respect to Block 

Trades or any change in status as a swap dealer, major swap participant 

or financial entity;

6. of becoming the subject of a bankruptcy petition, receivership proceeding, 

or the equivalent, or being unable to meet any financial obligation as it 

becomes due;

7. of information that concerns any financial or business developments that 

may materially affect the Participant’s ability to continue to comply with 

applicable participation requirements; 

8. as applicable to FCM Participants and Executing Participants, of becoming 

subject to early warning reporting under CFTC Regulation 1.12; or
44

9. as applicable to FCM Participants, of any failure to segregate or maintain 

adequate Customer Funds as required by the CFTC and CFTC 

Regulations.

I. Each Participant must diligently supervise all activities of the Participant’s 

employees and/or agents, including all Authorized Users and Authorized 

Representatives, relating to Orders, Transactions and communications with the 

Company. Any violation of these Rules by any employee, Authorized 

Representative or Authorized User of a Participant may constitute a violation of the 

Rules by such Participant.

J. Each Participant must inform the Company of: (i) its LEI, if applicable, (ii) any 

change to its email address within 24 hours after such change; (iii) any changes to 

the regulatory registration information of the Participant’s Authorized Users within 

two Settlement Bank Business Days of such change; and (iv) other information 

provided in the Participant Application and Agreement within five days after any 

such change.

K. Each FCM Participant also must: 

1. Comply with the financial and reporting requirements set forth by the 

Commission and the NFA, including the requirements contained in 

Commission Regulations 1.10 and 1.17. 

2. Require Customers to maintain and provide to the FCM Participant or the 

Company upon request by the FCM Participant or the Company 

information identifying any individual who has entered orders on behalf of 

such Customer’s Account, including, but not limited to, the individual’s 

name, taxpayer or other identification number, affiliation to the Customer, 

address and contact information. 

3. At all times maintain the financial resources at or in excess of the amount 

prescribed by the Company from time to time. 

4. Maintain a Customer Account that holds Customer Funds with the 

Company and may maintain a Proprietary Account that holds the FCM 

Participant’s proprietary funds with the Company. 
45

5. Maintain a separately identifiable Customer ID for each Customer and 

provide such Customer ID with every Order submitted on the Platform on 

behalf of a Customer. 

6. Include in the FCM Participant’s Customer Account separate Customer IDs 

for each Customer based on the Customer ID that the FCM Participant 

transmits with each Order. 

7. Make an initial deposit of funds in an amount determined by the FCM 

Participant, subject to the Company requiring a greater amount, 

constituting the FCM Participant’s residual interest therein, into a Customer 

Account for excess collateral with the Company. 

8. Submit statements of financial condition at such times and in such manner 

as shall be prescribed from time to time. 

9. Use due diligence in receiving and handling Orders from Customers, 

submitting such Orders on the Platform on behalf of such Customers, 

responding to inquiries from Customers about their Orders and reporting 

back to Customers the execution of such Orders. 

10. Maintain policies and procedures acceptable to the Company that: 

a. with respect to each Customer who is an individual, restricts access 

to any system through which such individual Customer submits 

Orders to the FCM Participant for transmission to the Company to 

that individual Customer; and 

b. with respect to each Customer who is not an individual: (1) restricts 

access to any system through which the Customer’s Orders may 

be submitted to the FCM Participant for transmission to the 

Company to such individuals authorized to enter Orders on behalf 

of such Customer; (2) requires each Customer who is not an 

individual, with respect to Swaps, to have and maintain an LEI, 

which shall be provided to the Company with each order message 

submitted by such Person; (3) identifies each individual authorized 

to enter Orders on behalf of such Customer by a distinct Customer 

ID, which shall be provided to the FCM Participant and the 

Company with each order message submitted by such Person; and 
46

(4) requires the customer to maintain and provide to the FCM 

Participant or the Company upon request by the FCM Participant or 

the Company information identifying any individual who has entered 

Orders on behalf of such Customer’s account, including but not 

limited to the individual’s name, taxpayer or other identification 

number, affiliation to the Customer, address and contact 

information. 

11. Prior to an FCM Participant accepting any Orders from a Customer for 

submission to the Company: 

a. an FCM Participant must first have provided such Customer with 

the Company Risk Disclosure Statement; 

b. the Company will require certification by the FCM Participant to the 

Company that its system has the capacity to block Customer Funds 

such that the relevant Customer Account maintains sufficient funds 

to cover the Customer’s maximum loss under the Company 

Contract before the FCM Participant enters the Order and that the 

FCM Participant demonstrate that capacity to the Company. In 

addition, on an annual basis or as otherwise required by the 

Company, each FCM Participant must represent to the Company 

that the portion of the FCM Participant’s system that blocks 

Customer Funds has not been changed in any material respect or, 

if the system has been changed, the FCM Participant must identify 

any such changes and recertify the system’s capacity to block 

Customer Funds. Finally, each FCM Participant agrees to submit to 

any compliance review by the Company of its systems in this 

regard. 

12. With respect to the Associated Persons or employees of a FCM Participant: 

a. Each FCM Participant shall be responsible for diligently supervising 

the FCM Participant’s Associated Persons’ or employees’ 

compliance with all Company Rules. 
47

b. Each FCM Participant must maintain a complete and accurate list 

of all Associated Persons or employees of the FCM Participant. 

Such list shall be promptly provided to the Company upon request. 

c. Associated Persons or employees must comply with Company 

Rules. 

d. Each Associated Person or employee shall be bound by Company 

Rules to the same extent as if such person were a Participant. 

e. Each FCM Participant shall be responsible for the acts or omissions 

of the FCM Participant’s Associated Persons or employees, and 

may be liable for any fines imposed upon such Associated Persons 

or employees by the Company. Any violation of a Company rule by 

any such Associated Persons or employee may be considered a 

violation by the FCM Participant. 

13. Make and file reports in accordance with CFTC Regulations in a manner 

and form and at such times as may be prescribed by the Commission. 

14. Make and file reports with the Company at such times, in such manner and 

form, and containing such information as the Company may prescribe from 

time to time. 

15. Invest Customer Funds only in accordance with CFTC Regulations 

22.2(e)(1) and 1.25, to the extent an FCM Participant invests Customer 

Funds.

16. Prepare, maintain and keep current those books and records required by 

the rules of the Company, the CEA and CFTC Regulations. Such books 

and records shall be open to inspection and promptly provided to the 

Company, its Designated Self- Regulatory Organization (“DSRO”), the 

Commission and/or the U.S. Department of Justice and/or the U.S. 

Securities and Exchange Commission, upon request.

L. An Executing Participant must also:

1. Adhere to CFTC Regulations concerning applicable financial resources 

and financial reporting requirements, including, but not limited to, the 

requirements under CFTC Regulations 1.10 and 1.17, as applicable.
48

2. Provide a Customer ID for every Order submitted to the Company.

3. Use due diligence in receiving and handling Orders from Customers, 

submitting such Orders on the Platform on behalf of such Customers, 

responding to inquiries from Customers about their Orders and reporting 

back to Customers the execution of such Orders.

4. Maintain policies and procedures acceptable to the Company that:

a. identify each Authorized User whom the Executing Participant has 

authorized to transmit Customer Orders by a unique User ID as 

provided pursuant to Rule 5.1, which User ID shall be submitted to 

the Company with each Order submitted by such Authorized User;

b. permit access only to Authorized Users with permission to enter 

Customer Orders on behalf of the Executing Participant;

c. require each Customer who is not an individual, with respect to 

Swaps, to have and maintain a Legal Entity Identifier deemed 

acceptable under CFTC Regulations, which shall be provided to the 

Company with each order message submitted by such Person, as 

applicable; and

d. require the Customer to maintain and provide, upon request, to the 

Executing Participant or the Company information identifying any 

individual who has entered Orders on behalf of such Customer’s 

account, including, but not limited to, the individual’s name, 

taxpayer or other identification number, affiliation to the Customer, 

address and contact information.

Rule 3.4 Customer Account Requirements for FCM Participants

A. FCM Participants must comply with the requirements set forth in Parts 1 and 22 of 

CFTC Regulations. This includes, but is not limited to, the following:

1. Maintaining sufficient funds at all times in Customer Accounts.

2. Computing, recording and reporting completely and accurately the 

balances in the Statement of Segregation Requirements and Funds in 

Segregation and the Statement of Segregation Requirements and Cleared 

Swaps Customer Collateral Held in Cleared Swaps Customer Accounts.
49

3. Obtaining satisfactory Customer Segregated Account and/or Cleared 

Swaps Customer Account acknowledgment letters and identifying 

Customer Segregated Account and/or Cleared Swaps Customer Account 

as such.

4. Preparing complete and materially accurate daily Customer Segregated 

Account and Cleared Swaps Customer Account computations, as 

applicable, in a timely manner.

B. All FCM Participants must submit a daily Customer Segregated Account statement 

and a Cleared Swaps Customer Account statement, as applicable, through 

Company-approved electronic transmissions by 12:00 noon on the following 

Settlement Bank Business Day.

C. FCM Participants must provide the Company’s Compliance Department with 

access to Customer Account information in a form and manner prescribed by the 

Compliance Department. 

D. All FCM Participants must provide written notice to the Compliance Department of 

a failure to maintain sufficient funds in Customer Accounts. The Compliance 

Department must receive immediate written notification when an FCM Participant 

knows or should have known of such failure.

E. Company staff may prescribe additional Customer Account requirements.

Rule 3.5 Customer Funds Maintained With the Company

All Customer Funds deposited with the Company on behalf of Customers shall be held in 

accordance with Parts 1 and 22 of the CFTC Regulations in an account identified as a Customer 

Segregated Account or a Cleared Swaps Customer Account, as applicable. Such Customer 

Funds shall be segregated by the Company and treated as belonging to such Customers of the 

FCM Participant. Pursuant to this rule, an FCM Participant shall satisfy the acknowledgment letter 

requirement of Rule 3.4A.3 for Customer Funds held at the Company.

Rule 3.6 Dues, Fees and Expenses Payable by Participants

A. Participants are not required to pay dues.

B. Participants may be charged fees in connection with Trading Privileges and 

Clearing Privileges in such amounts as may be revised from time to time. Fees 
50

and any revisions to such fees will be provided on the Website and in Participant 

Notices.

C. Participants may be charged fees for settlement of Company Contracts at 

expiration in an amount to be reflected from time to time on the Website and in 

Participant Notices.

D. The Company or a Settlement Bank may also deduct from a Collateral Account 

fees or expenses incurred in connection with a Participant’s trading or account 

activity, such as fees for wire transfers or check processing via electronic check, 

or storage or other fees or expenses related to Trading Privileges or Clearing 

Privileges. All such fees shall be charged in an amount to be reflected from time 

to time on the Website and in Participant Notices.

E. If the Company determines in the future to impose dues or additional fees, the 

Company shall notify the Participant of any dues or additional fees that will be 

imposed at least 10 days before they take effect.

Rule 3.7 Recording of Communications

The Company may record conversations and retain copies of electronic communications between 

Company Officials, on one hand, and Participants, their Authorized Users, Authorized 

Representatives or other agents, on the other hand. Any such recordings may be retained by the 

Company in such manner and for such periods of time as the Company may deem necessary or 

appropriate. The Company shall retain such records for the retention periods necessary to 

comply with CFTC Regulation 1.35 or such longer period as the Company deems appropriate.

Rule 3.8 Independent Software Vendors

A. A person seeking to act as an Independent Software Vendor must satisfy the 

Company’s technological integrity requirements, complete the necessary ISV 

application and access documentation, agree to abide by these Rules and 

Applicable Law, consent to the jurisdiction of the Company, and agree to not 

adversely affect the Company’s ability to comply with Applicable Law. Access to 

the Company by an ISV shall be provided pursuant to criteria that are impartial, 

transparent and applied in a fair and non-discriminatory manner. Persons seeking 

access to the Company through an ISV must themselves be Participants to have 

such access. ISVs shall be subject to fees as reflected from time to time on the 

Website and in Participant Notices.
51

B. Each ISV must immediately notify the Company in writing upon becoming aware:

1. that the ISV or any of the ISV’s officers has been convicted of, pled guilty 

or no contest to, or entered a plea agreement to any felony in any domestic, 

foreign or military court, or with the CFTC, as applicable;

2. that the ISV or any of the ISV’s officers has been convicted of, plead guilty 

or no contest to, or entered a plea agreement to a misdemeanor in any 

domestic, foreign or military court, or with the CFTC, as applicable, which 

involves:

a. embezzlement, theft, extortion, fraud, fraudulent conversion, 

forgery, counterfeiting, false pretenses, bribery, gambling, 

racketeering, or misappropriation of funds, securities or properties; 

or

b. any Transaction in or advice concerning swaps, futures, options on 

futures or securities;

3. that the ISV or any of the ISV’s officers has been subject to, or associated 

with a firm that was subject to, regulatory proceedings before any 

Regulatory Agency;

4. of any other material change in any information contained in the ISV’s 

application;

5. of becoming the subject of a bankruptcy petition, receivership proceeding, 

or the equivalent, or being unable to meet any financial obligation as it 

becomes due; and

6. of information that concerns any financial or business developments that 

may materially affect the ISV’s ability to continue to comply with applicable 

Company requirements.

C. Each ISV must inform the Company of: (i) any change to its email address within 

24 hours after such change; and (ii) other information provided in its application for 

ISV status within five days after any such change.

Rule 3.9 Participant Accounts and Customer Accounts 

A. The Company shall establish and maintain a Participant Account for each 

Participant and the Company undertakes to treat the Participant for whom such 
52

Participant Account is maintained as entitled to exercise the rights that comprise 

each financial asset which is credited to such Participant Account. However, the 

Company shall have complete and absolute discretion as to whether any particular 

financial asset is accepted by it for credit to any Participant Account.

B. The Company shall establish and maintain a Customer Account for each FCM 

Participant’s Customers and the Company undertakes to treat the FCM Participant 

for whom such Customer Account is maintained as entitled to exercise the rights 

that comprise each financial asset which is credited to such Customer Account. 

However, the Company shall have complete and absolute discretion as to whether 

any particular financial asset is accepted by it for credit to any Customer Account.

C. With respect to any Digital Currency, including, but not limited to, Bitcoin, which is 

or may be credited to any Participant Account, the following terms and conditions 

shall apply:

1. For purposes of creating a “security entitlement” as such term is defined in 

Section 8-102(a)(17) of the UCC, the Company and the Participant agree 

that: (1) the Digital Currency and any Digital Currency wallet maintained by 

the Company shall be treated as a “financial asset” as such term is defined 

in Section 8-102(a)(9) of the UCC; and (2) each Participant shall be treated 

as an “entitlement holder” as such term is defined in Section 8-102(a)(7) of 

the UCC.

2. Each Participant acknowledges that the Company is a “securities 

intermediary” as such term is defined in Section 8-102(a)(14) of the UCC.

3. Any Digital Currency which a Participant desires be credited to such 

Participant’s Participant Account shall be transferred to a Digital Currency 

wallet designated by the Company and upon such transfer the Company 

shall indicate by book entry that such Digital Currency has been credited 

to such Participant Account.

D. With respect to any Digital Currency, including, but not limited to, Bitcoin, which is 

or may be credited to any Customer Account, the following terms and conditions 

shall apply:

1. For purposes of creating a “security entitlement” as such term is defined in 

Section 8-102(a)(17) of the UCC, the Company and the Customer and the 
53

relevant FCM Participant all agree that: (1) the Digital Currency shall be 

treated as a “financial asset” as such term is defined in Section 8-102(a)(9) 

of the UCC; and (2) each FCM Participant shall be treated as an 

“entitlement holder” as such term is defined in Section 8-102(a)(7) of the 

UCC. 

2. Each Customer and each FCM Participant acknowledges that the 

Company is a “securities intermediary” as such term is defined in Section 

8-102(a)(14) of the UCC.

3. Any Digital Currency which an FCM Participant desires be credited to any 

of such FCM Participant’s Customer Accounts shall be transferred to a 

Digital Currency wallet designated by the Company and upon such transfer 

the Company shall indicate by book entry that such Digital Currency has 

been credited to any of such Customer Accounts.

E. The Company shall have only such duties and obligations with respect to each 

Participant Account and Customer Account as are set forth in Article 8 of the UCC 

or otherwise mandated by Applicable Law. Each Participant, including each FCM 

Participant, and each Customer acknowledges and agrees that the Company is 

not a fiduciary for any Participant, including any FCM Participant, or Customer.

Rule 3.10 Withdrawal of Participant

A. To withdraw from the Company, a Participant must notify the Company of its 

withdrawal. Such withdrawal shall be accepted immediately upon receipt of such 

notice by the Company and shall be effective upon such Participant’s fulfillment of 

its obligations under paragraph (C) below, or at such other time as the Company 

may determine in its reasonable discretion is desirable for the efficient operation 

of the Company. 

B. When the Company accepts the withdrawal of a Participant, all rights and 

privileges of such Participant terminate (including, without limitation, the Trading 

Privileges and Clearing Privileges) except as set forth in paragraph (C) below. The 

accepted withdrawal of a Participant shall not affect the rights of the Company 

under these Rules or relieve the former Participant of such Participant’s obligations 

under the Company Rules before such withdrawal. Notwithstanding the accepted 

withdrawal of a Participant, the withdrawn Participant remains subject to the 
54

LedgerX Rules, the Obligations and the jurisdiction of the Company for acts done 

and omissions made while a Participant, must comply with paragraphs (C) and (D) 

below, must cooperate in any Disciplinary Action under Chapter 9 as if the 

withdrawn Participant were still a Participant, and must comply with requests for 

information from the Company regarding activities and obligations while a 

Participant for at least five years following its withdrawal.

C. A Participant that has delivered a withdrawal notice pursuant to paragraph (A) 

above shall be subject to the following requirements, obligations and provisions:

1. it must use all reasonable endeavors to close out or transfer all open 

positions in its Participant Account and each of its Customer Accounts, as 

applicable, within 30 days after the Participant has delivered a withdrawal 

notice pursuant to paragraph (A) (the “wind-down period”);

2. after delivering a withdrawal notice pursuant to paragraph (A), it shall only 

be entitled to submit transactions for clearing which it can demonstrate 

have the overall effect of reducing open positions;

3. if it has any open positions with the Company (whether in the Participant 

Account or any Customer Account) after the wind-down period, the 

Participant shall be subject to the Company exercising rights under Rule 

7.2G to liquidate or transfer the open positions of the Participant.

D. Any withdrawal notice delivered by a Participant pursuant to paragraph (A) above 

shall be irrevocable by the Participant and membership may only be reinstated 

pursuant to a new application for membership following the close-out or transfer of 

all open Company Contracts in its Participant Account and each of its Customer 

Accounts, as applicable.
55

CHAPTER 4 Liquidity Providers

Rule 4.1 Application and Agreement

A. Only Participants in good standing may become Liquidity Providers on the 

Company.

B. To be considered for Liquidity Provider status, a Participant shall complete and 

execute a Liquidity Provider Agreement.

C. The designation of any Liquidity Provider may be suspended, terminated or 

restricted by the Company at any time and for any reason.

Rule 4.2 Appointment

A. The Company may appoint one or more Liquidity Providers for certain Company 

Contracts.

B. In making such appointments, the Company shall consider:

1. the financial resources available to the applicant;

2. the applicant’s trading activity in relevant swaps, futures, options on futures 

or related cash markets; and

3. the applicant’s business reputation and experience in market making in 

options and other derivative products.

C. The Company, in its sole discretion, may appoint a Participant as a Liquidity 

Provider for certain Series and may appoint multiple Liquidity Providers for certain 

Series.

D. No appointment of a Liquidity Provider shall be made without the Liquidity 

Provider’s consent to such appointment.

E. The Company shall periodically conduct an evaluation of all Liquidity Providers to 

determine whether they have fulfilled performance standards relating to, among 

other things, quality of the markets; trading activity; competitive market making; 

observance of ethical standards; business reputation; and administrative and 

financial soundness. If the Liquidity Provider fails to meet minimum performance 

standards, the Company may, among other actions, suspend, terminate or restrict 

the Liquidity Provider’s appointment.
56

Rule 4.3 Benefits

Liquidity Providers may receive reduced trading fees or other incentives in accordance with any 

Liquidity Provider program in place at the Company for fulfilling the Obligations of a Liquidity 

Provider as disclosed in the applicable Liquidity Provider Agreement.

Rule 4.4 Obligations

Transactions of Liquidity Providers should constitute a course of dealing reasonably calculated to 

contribute to the maintenance of a fair and orderly market, and Liquidity Providers shall not enter 

Orders or enter into Transactions that are inconsistent with such a course of dealing. Ordinarily, 

Liquidity Providers shall be obligated to do the following:

A. comply with all other terms of the applicable Liquidity Provider Agreement; and

B. make good-faith efforts to enter on the Platform current binding bid and offer 

quotes, with a bid/offer spread as specified in the applicable Liquidity Provider 

Agreement, as necessary to ensure liquidity.
57

CHAPTER 5 Method for Trading Company Contracts

Rule 5.1 User IDs

A. Each Authorized User must have a unique User ID and a CSP.

B. Each Order entered must contain a User ID that identifies the Participant’s 

Authorized User that entered the Order.

C. Each Order entered by an FCM Participant or Executing Participant on behalf of a 

Customer must contain: (1) such Customer’s User ID or Customer ID; and (2) the 

User ID of the FCM Participant’s or Executing Participant’s Authorized User that 

entered the Order.

D. For Transactions in Swaps, (1) the Reporting Counterparty shall be established 

pursuant to CFTC Regulation 45.8, as may be amended from time to time; and (2) 

if each Participant has equal reporting status under CFTC Regulation 45.8, the 

Company shall designate the seller of a Swap as the Participant that is the 

Reporting Counterparty.

E. No Person may use a User ID to place any Order except as permitted by these 

Rules, nor may any Person knowingly permit or assist with the unauthorized use 

of a User ID. Each Participant and Authorized User shall ensure that no User ID is 

used by any Person not authorized by these Rules. Each Participant shall establish 

and maintain policies and procedures to ensure the proper use and protection of 

User IDs. An Authorized User is prohibited from using another Person’s User ID, 

unless the Authorized User is entering the Order of a Customer in accordance with 

the Rules.

F. With respect to Customers of Executing Participants, each such Customer must 

provide the User ID of any of its Authorized Users to an Executing Participant to 

allow the Executing Participant to enter Orders on behalf of such Customer.

G. Each Participant shall be solely responsible for controlling and monitoring the use 

of all User IDs and CSPs issued to its Authorized Users.

H. Each Participant shall notify the Company of the need to terminate any User IDs 

or the status of any of its Authorized Users.

I. Each Participant shall keep confidential and secure all User IDs, except as 

permitted pursuant to these Rules, as well as all CSPs and any account numbers 
58

and passwords related to the Platform and shall notify the Company promptly upon 

becoming aware of:

1. any unauthorized disclosure or use of any User ID or CSP and of any other 

compromise to a User ID or CSP that would reasonably cause the 

Company to deactivate the User ID or CSP;

2. any loss of any User ID or CSP; and

3. any unauthorized access to the Company by any Person using a User ID 

and/or CSP assigned to such Participant.

J. Each trading system that automates the generation and routing of Orders to the 

Company must have a User ID.

Rule 5.2 Order Entry and Audit Trail

A. Each Participant and Authorized User shall enter Orders on the Platform, and the 

Company shall maintain an electronic record of these entries. Each Participant 

shall be responsible for any and all Orders entered using User IDs assigned to the 

Participant or its Authorized User by the Company. Trading on the Company 

central limit order book is anonymous.

B. Each Participant’s Authorized User entering Orders on the Platform must input for 

each Order the following information (to the extent that such information is not 

provided at account creation or by the Platform):

1. the Authorized User’s User ID;

2. for an Authorized User of an FCM Participant or Executing Participant 

entering an order on behalf of a Customer, the User ID of the Authorized 

User and the Customer ID, where applicable, for whom such Authorized 

User enters an Order;

3. the Series;

4. Order type;

5. Customer Type Indicator Code;

6. buy or sell, and for options, put, call and strike;

7. price;
59

8. quantity;

9. such additional information as may be prescribed from time to time by the 

Company; and

10. for each Order to buy or sell a Swap, the Authorized User shall include with 

each such Order the following information (to the extent that such 

information is not provided at account creation or by the Platform):

a. the Legal Entity Identifier of the Participant on whose behalf the 

Order is placed;

b. a yes/no indication of whether the Participant is a swap dealer, as 

defined in Section 1a(49) of the CEA and CFTC Regulations, with 

respect to the Swap for which the Order is submitted;

c. a yes/no indication of whether the Participant or Authorized User is 

a major swap participant, as defined in Section 1a(33) of the CEA 

and CFTC Regulations, with respect to the Swap for which the 

Order is submitted;

d. a yes/no indication of whether the Participant is a financial entity, 

as defined in Section 2(h)(7)(C) of the CEA;

e. a yes/no indication of whether the Participant or Customer is a U.S. 

person, as defined in the CFTC’s July 26, 2013 Cross-Border 

Guidance, as may be amended from time to time; and

f. if the Swap will be allocated: (i) an indication that the Swap will be 

allocated; (ii) the LEI of the agent; (iii) an indication of whether the 

Swap is a post-allocation swap; and (iv) if the Swap is a postallocation swap, the unique swap identifier of the original 

transaction between the reporting counterparty and the agent.

C. In the event that an FCM Participant or Executing Participant or Authorized User 

of an FCM Participant or Executing Participant receives an Order from a Customer 

that cannot be immediately entered on the Platform, the Executing Participant or 

Authorized User of the Executing Participant must prepare a written Order ticket 

and include the account designation, date, an electronic timestamp reflecting the 

time of receipt and other information required pursuant to section (B) above. The 
60

FCM Participant or Executing Participant must enter the Order on the Platform 

when the Order becomes executable.

D. Audit Trail Requirements

1. Participants that provide connectivity to the Company are responsible for 

maintaining, or causing to be maintained, an Order routing or front-end 

audit trail for all electronic Orders, including Order entry, modification, 

cancellation and responses to such messages, entered on the Platform 

through any gateway to the Platform. The audit trail must contain all Order 

receipt, Order entry, Order modification, and response or receipt times to 

the highest level of precision achievable by the operating system, in 

accordance with CFTC requirements for electronic Orders and no more 

than one second for non-electronic Orders. The times captured must not 

be able to be modified by the Person entering the Order.

2. Participants, including Authorized Users and any Person having Trading 

Privileges, must maintain audit trail information as required by the CEA and 

CFTC Regulations, including, but not limited to, CFTC Regulations 1.31 

and 1.35 if applicable, and must be able to produce this data in a standard 

format upon request from the Regulatory Oversight Committee, 

Compliance Department or other relevant department of the Company.

3. FCM Participants must maintain a complete record of all of Customer 

Orders to trade Company Contracts received by the FCM Participant, and 

any other Transaction records, communications or data received by the 

FCM Participant regarding its Customer Accounts.

4. The audit trail must capture required fields, which include but are not limited 

to the following: all fields relating to Order entry, including the ID of a 

Company Contract, quantity, Order type, buy/sell indicator, User ID(s), 

Customer Type Indicator Code, timestamps, and, where applicable, 

stop/trigger price, type of action and action status code, and applicable 

information contained in paragraph (B) of this Rule 5.2.

5. For Orders that are executed, the audit trail must record the execution time 

of the Company Contract and all fill information.
61

6. The Compliance Department staff shall require, at least on an annual basis, 

its Participants to verify compliance with these audit trail and recordkeeping requirements. Participants also may be subject to periodic audit 

trail spot checks, depending upon any indicators that any Participant is 

failing to adhere to Company Rules pertaining to audit trail requirements, 

Participant obligations or any other failures to provide information to the 

Company upon request. The findings of such Company reviews will be 

documented and maintained as part of the books and records of the 

Company. The reviews shall include, but not be limited to, the following: 

a. review of random samples of audit trail data;

b. review of the process by which identifications are assigned to 

records and users and how the records are maintained; and

c. review of account numbers and customer indicators in trade records 

to test for accuracy and improper use.

E. CTI Codes. Each Participant must identify each Transaction on the record of 

transactions submitted to the Company with the correct CTI Code. The CTI Codes 

are as follows:

CTI 1: Electronic Trading and Privately Negotiated – Applies to Transactions 

initiated and executed by a Participant for its Proprietary Account, for an account 

controlled by a Participant, or for an account in which the Participant has an 

ownership or financial interest.

CTI 2: Electronic Trading and Privately Negotiated – Applies to Transactions 

initiated and executed by a Participant trading for a clearing member's house 

account. 

CTI 3: Electronic Trading and Privately Negotiated – Applies to Orders entered by 

a Participant or Authorized User for another Participant or an account controlled 

by such other Participant.

CTI 4: Electronic Trading and Privately Negotiated – Applies to Transactions 

initiated and executed by a Participant trading for any other type of Customer.

F. A Company Contract will not be void or voidable due to: (1) a violation by the 

Company of the provisions of section 5 of the CEA or Part 38 of CFTC Regulations; 
62

(2) any CFTC proceeding to alter or supplement a rule, term or condition under 

section 8a(7) of the CEA or to declare an emergency under section 8a(9) of the 

CEA; or (3) any other proceeding the effect of which is to: (i) alter or supplement a 

specific term or condition or trading rule or procedures, or (ii) require the Company 

to adopt a specific term or condition, trading rule or procedure, or to take or refrain 

from taking a specific action.

Rule 5.3 Order Type

A. The following types of Orders may be entered on the Platform with respect to any 

Company Contract.

1. Limit Order. An Order to buy or sell a Company Contract at a specified price 

or better. A Limit Order must be entered on the Platform with a defined 

limit price. A Limit Order will be executed when it is entered, to the extent 

that there are resting contra-Orders, with any balance of such Limit Order 

to remain as a resting Order until such Limit Order is executed or cancelled. 

Unless cancelled by the Participant or upon a market close, an exchange 

restart, or other disruption to normal operating conditions, all Limit Orders 

shall be normally cancelled by the Company 30 days after being placed.

2. Quote. A Limit Order as defined in this Rule 5.3A that is entered on the 

Platform by a Liquidity Provider.

3. Stop Limit Order. Once a stop price specified by the Participant is met or 

exceeded, a Limit Order is submitted automatically. The stop price is the 

price of an executed Limit Order that will activate the subsequent 

automatic submission of the Participant’s Limit Order without further 

instruction. The price for the Limit Order must be specified by the 

Participant at the time the Stop Limit Order is submitted. Prior to the 

triggering of the stop price, a Stop Limit Order will remain open until being 

cancelled by the Participant. Once the stop price is triggered, the 

resulting Limit Order is treated as a normal Limit Order.

B. The Company’s central limit order book matches orders in an open and competitive 

manner on the basis of a price and time priority algorithm.

C. The Company does not accept indications of interest or indicative quotes.
63

D. Other types of Orders as may be approved by the Company from time to time as 

certified with the CFTC in accordance with Part 40 of CFTC Regulations and 

disclosed in a Participant Notice and on the Website. 

Rule 5.4 Trading Contracts on Behalf of Customers

A. Individuals or entities that have not been approved and authorized as Participants 

of the Company may trade Company Contracts only as Customers of an FCM 

Participant, and all Customer Orders must be transmitted to the Company by each 

Customer’s FCM Participant. Each FCM Participant shall maintain a secure 

connection to the Company and comply with all technical and other requirements 

established by the Company for this purpose. 

B. Upon submission of a Customer Order, the Company will conduct a review of the 

FCM Participant’s applicable Customer Account to ensure that the FCM 

Participant’s Customer can fully collateralize the Order prior to entering into any 

Transaction. If the FCM Participant’s Customer Account does not have the 

necessary funds for the Order, the Company will not accept the Customer’s Order. 

Rule 5.5 Execution Methods

A. The Company facilitates the execution of Orders in an open and competitive 

manner through a central limit order book on the Platform, as set forth in Rule 5.3.

B. The Company facilitates Block Trades and EFP transactions, as set forth in Rule 

5.7 and Rule 5.8, respectively.

C. A written record of all of the terms of each Transaction entered into on the 

Company or pursuant to the Rules will be available immediately upon execution 

through the Participant Portal. Such record shall legally supersede any previous 

agreement and serve as a confirmation of each such Transaction. The Company 

will send confirmation messages to Participants upon execution of a Transaction 

via the API and/or Portal, if such Participants are online at the time. However, 

please note that if any applicable Participant is not online at the time of execution, 

such Participant will see the confirmation(s) when it next logs on to the Platform.

D. Except with respect to transfer trades, the product type, size, execution time (or 

submission time in the case of Block Trades and EFPs) and execution method for 

each Transaction will be made available on the Platform to all Participants 
64

immediately after execution (or immediately after submission to the Platform in the 

case of Block Trades and EFPs) of the relevant Transaction.

Rule 5.6 Trading Hours

A. The Trading Hours of the Company are 24 hours a day, seven days a week, 365 

days per year.1

 The Trading Hours applicable to any given type of Company

Contract will be as specified in Chapter 12 of these Rules with any modifications 

posted on the Website and sent by Participant Notice.

Rule 5.7 Block Trades

A. The Company may permit Block Trades in Company Contracts listed by the 

Company DCM. The relevant Company Contract Specifications shall specify 

whether a Company Contract is eligible to be traded as a Block Trade.

B. Each Block Trade shall be effected away from the Platform but otherwise pursuant 

to the Rules. The parties to a Block Trade must be Eligible Contract Participants, 

and a Block Trade must be in a size that is equal to or in excess of the applicable 

minimum block size for such Company Contract as set forth in the Company 

Contract Specifications. The Company shall, from time to time, review and (as 

appropriate) revise its minimum block sizes.

C. An FCM Participant or an Executing Participant must receive written instructions 

from a Customer or obtain the Customer’s prior written or recorded consent before 

entering into a Block Trade with that Customer.

D. Except as may otherwise be permitted by Applicable Law, Participants shall not 

aggregate Orders for different accounts to achieve the minimum block size.

E. The price at which a Block Trade is executed must be fair and reasonable in light 

of (1) the size of the Block Trade, (2) the prices and sizes of other transactions in 

the same contract at the relevant time, (3) the prices and sizes of transactions in 

other relevant markets at the relevant time, and (4) the circumstances of the 

markets or the parties to the Block Trade.

F. Block Trades between different accounts with common beneficial ownership are 

prohibited unless (1) each party’s decision to enter into the block trade is made by 

1 Or, 366 days per year for leap years.
65

an independent decision-maker and (2) each party has a legal and independent 

bona fide business purpose for engaging in the block trade.

G. The material terms of a Block Trade must be agreed to on the Company 

Telecommunication Systems. Each Block Trade must be submitted to the 

Company via the Company Telecommunication Systems by one Participant within 

five minutes of the execution. The counterparty to the transaction must then 

approve the terms of the Block Trade via the Company Telecommunication 

Systems within five minutes of the execution. The Company shall promptly publish 

such information to the market with an indication that it was a Block Trade.

H. Participants involved in the execution of Block Trades must maintain written or 

electronic records of all such Block Trades, including an electronic timestamp 

reflecting the date and time any such Order was received as well as an electronic 

timestamp reflecting the date and time such Order was executed or cancelled.

I. All Company Contracts effected as Block Trades shall be cleared in the usual 

manner.

Rule 5.8 Exchange for Physical Transactions

A. The Company may permit EFP transactions involving Company Contracts listed 

by the Company DCM. The relevant Company Contract Specifications shall 

specify whether a Company Contract is eligible to be traded as a component of an 

EFP transaction.

B. An EFP transaction shall consist of two discrete but related simultaneous 

transactions in which one party must be the buyer of the related position and seller 

of the corresponding Company Contract, and the other party to the EFP 

transaction must be the seller of the related position and the buyer of the 

corresponding Company Contract. The related position must involve the 

commodity underlying the Company Contract in a quantity that is approximately 

equivalent to the quantity covered by the Company Contract.

C. Each EFP transaction requires a bona fide transfer of ownership of the cash 

commodity between the parties. The facilitation of an EFP transaction by any party 

that knows such EFP transaction is non bona fide shall constitute a violation of this 

Rule.
66

D. The execution of an EFP transaction may not be contingent upon the execution of 

another EFP or related position transaction between the parties where the 

transactions result in the offset of the related position without the incurrence of 

market risk that is material in the context of the related position transactions.

E. The accounts involved in the execution of an EFP transaction must be (1) 

independently controlled with different beneficial ownership, (2) independently 

controlled accounts of separate legal entities with the same beneficial ownership, 

or (3) independently controlled accounts within the same legal entity, provided that 

the account controllers operate in separate business units.

F. EFP transactions may be effected at such commercially reasonable prices as are 

mutually agreed upon by the parties to the transaction. EFP transactions may not 

be priced to facilitate the transfer of funds between parties for any purpose other 

than as the consequence of legitimate commercial activity.

G. The parties to an EFP transaction shall maintain all documents relevant to the 

Company Contract and the related position including all documents customarily 

generated in accordance with the relevant market practices, including, as 

applicable, copies of the documents evidencing title to, or the contract or contracts 

to buy or sell, the cash commodity involved in such EFP transaction. Any such 

documents and information shall be furnished to the Company upon request.

H. The material terms of an EFP transaction must be agreed to on the Company 

Telecommunication Systems. Each EFP transaction must be submitted to the 

Company via the Company Telecommunication Systems by one Participant within 

five minutes of the execution. The counterparty to the transaction must then 

approve the terms of the EFP transaction within five minutes of the execution via 

the Company Telecommunication Systems.

I. All Company Contracts effected as part of EFP transactions shall be cleared in the 

usual manner.
67

CHAPTER 6 Clearing and Delivery

Rule 6.1 Clearance and Substitution

A. Upon submission of an Order, the Company will conduct a review of the 

Participant’s Collateral Account to ensure that the Participant can fully collateralize 

the Order prior to entering into any Transaction. If the Participant’s Collateral 

Account does not have the necessary funds and/or collateral for the Order, the 

Company will not accept the Order.

B. Upon the successful matching of Orders, the Company’s Derivatives Clearing 

Organization shall immediately, through the process of Novation, be substituted as 

and assume the position of seller to the Participant buying and buyer to the 

Participant selling the relevant Company Contract. Upon such substitution, the 

buying and selling Participants shall be released from their Obligations to each 

other, and such Participants shall be deemed to have bought the Company 

Contract from or sold the Company Contract to the Company’s DCO, as the case 

may be, and the Company’s DCO shall have all the rights and be subject to all the 

liabilities of such Participants with respect to such Transactions. Such substitution 

shall be effective in law for all purposes. The Participants of the Company Contract 

are deemed to consent to the Novation by entering the applicable Orders on the 

Company Platform and the Company DCO consents to the Novation by accepting 

the Orders on the Company Platform. 

C. Company Contracts with the same terms and conditions, as defined by the 

Company Contract Specifications, submitted to the Company’s Derivatives 

Clearing Organization for clearing, are economically equivalent within the 

Company’s Derivatives Clearing Organization and may be offset with each other 

within the Company’s Derivatives Clearing Organization.

D. Upon acceptance of a Company Contract by the Company’s Derivatives Clearing 

Organization for clearing:

1. The original Company Contract is extinguished;

2. The original Company Contract is replaced by an equal and opposite 

Company Contract between the Company’s DCO and each Participant; 

and
68

3. All terms of a cleared Company Contract must conform to the Company 

Contract Specifications.

E. If a Company Contract is rejected for clearing by the Company’s Derivatives 

Clearing Organization for any reason, such Company Contract is void ab initio.

Rule 6.2 Settlement of Company Contracts

A. The Company shall maintain, on its system, a record of each Participant’s account 

balances and Company Contracts.

B. On the Settlement Date, the Company will notify all Participants of the final amount 

payable.

C. With respect to a Company Contract that is physically settled, the Company shall 

record the following transfers in Participant Accounts in the Company’s books 

and records by no later than the next Business Day after the Settlement Date 

(except as otherwise specified in the Company Contract specifications); 

provided, however, that where the same Participant has offsetting positions in the 

same Company Contract with the same terms, the following operations shall be 

netted for that Participant:

1. With respect to a futures contract: (i) to the extent a buyer has not already 

prepaid the U.S. dollar (“USD”) purchase price of the future in accordance 

with the Company Contract specifications, the buyer of the future shall be 

debited the total USD purchase price, and shall be credited with the total 

Underlying due under the Company Contract; and (ii) the seller of the 

future shall be debited the total Underlying due under the Company 

Contract, and shall be credited with the total USD purchase price. 

2. With respect to a call option contract: (i) the call option buyer shall be 

debited the total USD strike price, and shall be credited with the total 

Underlying due under the Company Contract; and (ii) the call option seller 

shall be debited the total Underlying due under the Company Contract, 

and shall be credited with the total USD strike price. 

3. With respect to a put option contract: (i) the put option buyer shall be 

debited the total Underlying set forth in the Company Contract, and shall 

be credited with the total USD strike price; and (ii) the put option seller 
69

shall be debited the total USD strike price due under the Company 

Contract, and shall be credited with the total Underlying set forth in the 

Company Contract. 

3.4. With respect to a swap contract that is not an option: (i) to the extent a 

buyer has not already prepaid the USD purchase price of the swap in 

accordance with the Company Contract specifications, the buyer of the 

swap shall be debited the total USD purchase price, and shall be credited 

with the total Underlying due under the Company Contract; and (ii) the 

seller of the swap shall be debited the total Underlying due under the 

Company Contract, and shall be credited with the total USD purchase 

price. 

D. For an expired Company Contract that is an option, the Company will transfer the 

Underlying to the Participant Account on the Company’s books and records of 

the Participant that initially posted the Underlying in its capacity as the option call 

writer.

E. After the notice period on the last trading day of an expiring Series of Company 

Contracts that are options, the Company will delete all such Company Contracts 

that have not been exercised from each Participant’s Participant Account. A 

Company Contract that is an option and that has not been exercised on or before 

the last trading day will expire with no value in accordance with the Contract 

Specifications. Company Contracts that are physically settled options shall not be 

exercised by the Company for a Participant automatically.

Rule 6.3 Deposit Procedures

A. A Participant must submit a deposit notification through the Participant Portal 

before the Participant may deposit funds or any Underlying with the Company. A 

Participant must deposit funds or Underlying on the same day as the Participant 

submits to the Company a deposit notification to the Company. 

B. Deposits occur, and funds and Underlying are available for use with respect to 

Trading Privileges and Clearing Privileges, no later than the next Settlement Bank 

Business Day after a Participant submits a deposit notification and deposits funds 

or Underlying with the Company in accordance with Rule 6.3A 
70

C. Participants are responsible for all transfers of funds from their Company-approved 

accounts to the Collateral Account or transfers of any Underlying to the Company 

for credit to the relevant Participant Account.

D. In the event a Participant deposits funds or Underlying to the Company without 

submitting a deposit notification, the Participant agrees to: (1) cooperate with the 

Company to resolve any issues that may arise; and (2) agree that the Company 

will send the funds or Underlying back to the account or address from which it was 

transferred within two (2) Settlement Bank Business Days if there has been no 

resolution.

Rule 6.4 Withdrawal Procedures

A. Only an Authorized Representative may submit a withdrawal notification through 

the Participant Portal before the Company transfers funds or Underlying to a 

Participant or a Customer. Upon receipt of a withdrawal notification, the Company 

no longer permits funds or Underlying in the amount listed in the withdrawal 

notification to be used for Trading Privileges and Clearing Privileges.

B. Participants are responsible for providing accurate account numbers or wallet 

addresses, as the case may be, to allow the Company to effect transfers to the 

Participants or Customers.

C. Withdrawals occur, and funds and Underlying are available, no later than the next 

Settlement Bank Business Day after a Participant has submitted a withdrawal 

notification if the Participant submits a withdrawal notification during Trading 

Hours. 

D. With respect to withdrawals of Bitcoin Digital Currency collateral, the Company 

shall deliver to the Participant a cryptographically signed Bitcoin Digital Currency 

transaction, which shall include the two signatures, the LedgerX “from” address, 

the Participant “to” address and the appropriate Bitcoin Digital Currency withdrawal 

amount. 

E. If a Participant fails to adhere to the withdrawal procedures set forth herein or in 

the Company Contract Specifications, as applicable, the Company will take 

reasonable measures to effect the withdrawal; however, if unable to effect the 

withdrawal, the Participant’s collateral may become the sole property of the 

Company, to the extent permitted by Applicable Law. The Company may apply 
71

the collateral (including any Underlying held in such Participant’s Participant 

Account) against the Participant’s Obligations.

Rule 6.5 Deliveries

A Participant that is required to make or accept delivery under a Company Contract (either for 

itself or on behalf of a Customer) agrees that it is required to provide full collateralization prior to 

entering any such Transaction or exercising any Company Contract so as to allow the Company 

to complete all necessary delivery requirements as set forth in the Rules. Deliveries will occur on 

the Company’s books and records unless otherwise specified in the Company Contract 

Specifications. Any failure to deposit funds or collateral in accordance with Rule 6.3 or withdraw 

funds or collateral in accordance with Rule 6.4 may be deemed a default of an Obligation and an 

act detrimental to the interest or welfare of the Company.

Rule 6.6 Reconciliation

The Company shall reconcile the positions and cash and collateral balances of each Participant 

at the end of each Settlement Bank Business Day. The Company shall make available to each 

Participant the positions and cash and collateral balances of each such Participant and any 

Customers of the Participant. All Participants shall be responsible for reconciling their records of 

their positions and cash and collateral balances with the records of positions and cash and 

collateral balances that the Company makes available to Participants.

Rule 6.7 Swap Data Reporting

A. The Company shall report Regulatory Swap Data for Swaps to a single Swap Data 

Repository for purposes of complying with the CEA and applicable CFTC 

Regulations governing the regulatory reporting of swaps. The Company shall 

report all data fields as required by Appendix A to Part 43 of CFTC Regulations 

and Appendix 1 to Part 45 of CFTC Regulations, as applicable, including, but not 

limited to, Swap counterparties, Company Contract type, option method, option 

premium, LEIs, User IDs, buyer, seller, USIs, unique product identifiers, underlying 

asset description, the Swap price or yield, quantity, maturity or expiration date, the 

size, settlement method, execution timestamp, timestamp of submission to the 

SDR, the CTI Code, Participant Accounts, and whether a Participant is a swap 

dealer, major swap participant or a financial entity. The Company shall identify 

each counterparty to any Transaction in all recordkeeping and all Regulatory Swap 

Data reporting using a single LEI as prescribed under CFTC Regulation 45.6. As 
72

soon as technologically practicable after execution, the Company also shall 

transmit to both Swap counterparties and the LedgerX DCO, the USI for the Swap 

created pursuant to CFTC Regulation 45.5 and the identity of the SDR. For Swaps 

involving allocation, the Company will transmit the USI to the Reporting 

Counterparty and the agent as required by CFTC Regulation 45.5(d)(1).

B. The Company shall from time to time designate a Swap Data Repository in respect 

of one or more Swaps and shall notify Participants of such designation. Currently, 

the Company reports all Regulatory Swap Data for all Swaps to ICE Trade Vault.

C. Participants that become aware of an error or omission in Regulatory Swap Data 

for a Transaction shall promptly submit corrected data to the Company. Participant 

shall not submit or agree to submit a cancellation or correction in order to gain or 

extend a delay in pubic dissemination of accurate Swap Transaction and Pricing 

Data or to otherwise evade the reporting requirements of Part 43 of CFTC 

Regulations. LedgerX will report any errors or omissions in Regulatory Swap Data 

to the same SDR to which it originally submitted the Data, as soon as 

technologically practicable after discovery of any such error or omission.

D. The Company sends the Regulatory Swap Data as set forth in Rule 6.7A to the 

Swap Data Repository as soon as technologically practicable after a trade has 

been executed on the Platform, or pursuant to the Company Rules. Following the 

transmittal of the Data to the Swap Data Repository, the Company will make 

available the Swap Transaction and Pricing Data to all Participants accessing the 

Platform. However, due to transmission and posting timing of the Swap Data 

Repository, Participants should be aware that the Swap Transaction and Pricing 

Data may be available on the Company Platform prior to being publicly 

disseminated by the Swap Data Repository.
73

CHAPTER 7 Margin

Rule 7.1 Full Collateralization of Company Contracts Required

Each Participant, on behalf of itself or Customers, shall deposit and maintain with Company funds 

or the applicable amount of the Underlying required to fully collateralize Orders pursuant to 

Company Contract Specifications, including payment of premiums, payment in exchange for 

delivery or to fulfill delivery obligations, as applicable, prior to submission of such Orders to the 

Company. If an Order is a Stop Limit Order, the full collateralization requirement will be measured 

from the point where the stop price is triggered. If a Company Contract is an option, a Participant 

shall not be permitted to exercise such option if the Participant has not already deposited and 

maintains sufficient collateral to fully collateralize the Underlying or funds necessary to complete 

delivery or payment of the option, as applicable. Collateral transfers made by a Participant to the 

Company or by the Company to a Participant are irrevocable and unconditional when effected. A 

Participant shall, at all times, maintain with the Company sufficient funds or the applicable amount 

of the Underlying necessary to fully collateralize each open position in a Company Contract.

Rule 7.2 Collateral

A. Subject to the terms and conditions of Company-approved margin collateral, the 

Company will accept from Participants the following as margin collateral: (1) cash; 

(2) the Underlying; and (3) any other form of collateral deemed acceptable by the 

Risk Management Committee upon the Risk Management Committee’s approval 

of such collateral as communicated through Participant Notices and on the 

Website. The Company will value margin collateral as it deems appropriate.

B. Except as otherwise provided herein, Collateral must be and remain 

unencumbered. Each Participant posting collateral hereby grants to the Company 

a continuing first priority security interest in, lien on, right of setoff against and 

collateral assignment of all of such Participant’s right, title and interest in and to 

any property and collateral deposited with the Company by the Participant, 

whether now owned or existing or hereafter acquired or arising, including without 

limitation the following: (i) such Participant’s Participant Account and all securities 

entitlements held therein and all funds held in a Collateral Account; (ii) all Digital 

Currencies that, in each case, are held in or otherwise credited to a virtual “wallet” 

or other account maintained by the Company; (iii) such virtual “wallet” or other 
74

account; and (iv) all proceeds of the foregoing. A Participant shall execute any 

documents required by the Company to create, perfect and enforce such lien. 

C. Each Participant hereby agrees that with respect to any Digital Currency and any 

other financial asset which is or may be credited to the Participant’s Participant 

Account, the Company shall have control pursuant to Section 9-106(a) and 8-

106(e) of the UCC and a perfected security interest pursuant to Section 9-314(a) 

of the UCC.

D. A Participant must transfer the collateral to the Company or to a Collateral Account 

and the Company will hold collateral transferred to the Company on behalf of the 

Participant. The Company will credit to the Participant the collateral that such 

Participant deposits. Collateral shall be held by the Company until a Participant 

submits a withdrawal notification unless otherwise stipulated by these Rules.

E. The Company will not be responsible for any diminution in value of collateral that 

a Participant deposits with the Company. Any fluctuation in markets is the risk of 

each Participant. Any interest earned on Participant collateral may be retained by 

the Settlement Bank or the Company.

F. The Company has the right to liquidate a Person’s Company Contracts or noncash collateral to the extent necessary to close or transfer Company Contracts, 

fulfill obligations to the Company or other Participants, and/or to return collateral in 

the event that (1) the Person ceases to be a Participant; (2) the Company 

suspends or terminates the Person’s Trading Privileges or Clearing Privileges; (3) 

the Person’s open position in any Company Contract becomes less than fully 

collateralized; or (4) the Company determines in its sole discretion that it is 

necessary to take such measures. 

Rule 7.3 Segregation of Participant Funds

The Company shall separately account for and segregate from the Company’s proprietary funds 

all Participant funds used to purchase, margin, guarantee, secure or settle Company Contracts, 

and all money accruing to such Participant as the result of Company Contracts so carried in a 

Collateral Account. The Company shall maintain a proprietary account that will be credited with 

fees or other payments owed to the Company that are debited from the Collateral Account as a 

result of Participant trades and settlements of Company Contracts. The Company shall maintain 
75

a record of each Participant’s account balances and Company Contracts. The Company shall not 

hold, use or dispose of Participant funds except as belonging to Participants.

Rule 7.4 Concentration Limits

The Company may apply appropriate limitations or charges on the concentration of assets posted 

as collateral, as necessary, in order to ensure its ability to liquidate such assets quickly with 

minimal adverse price effects, and may evaluate the appropriateness of any such concentration 

limits or charges, on a periodic basis. In the event that the Company determines in its sole 

discretion that the Participant’s deposit is in material excess of the amount necessary to 

collateralize the Participant’s Company Contracts, the Company shall have the right to (1) transfer 

non-cash collateral, including Digital Currencies, back to a Participant, and Participant agrees to 

accept such transfer, or (2) take other action the Company deems to be necessary to safeguard 

the collateral. The Company shall be entitled to charge fees related to holding non-cash collateral 

in material excess of the amount necessary to collateralize a Participant’s Company Contracts.
76

CHAPTER 8 Business Conduct and Trading Practices

Rule 8.1 Scope

This Chapter 8 applies to all Transactions except as may be provided herein. Participants and, 

where applicable, Authorized Users, shall adhere to and comply fully with this Chapter 8.

Rule 8.2 Procedures

A. With respect to trading on the Platform, the Company may adopt procedures 

relating to Transactions and trading on the Platform, including, without limitation, 

procedures to:

1. determine the daily settlement price of a Company Contract;

2. disseminate the prices of bids and offers on, and trades in, Company 

Contracts;

3. record, and account for, Company Contracts and activity on the Company;

4. perform market surveillance and regulation on matters affecting Company 

Contracts and activity on the Company;

5. establish limits on the number and/or size of Orders that may be submitted 

by a Participant on the Platform;

6. establish limits on the number of Company Contracts that may be held by 

a Participant; and

7. establish a limit on the maximum daily price fluctuations for any Company 

Contract and provide for any related restriction or suspension of trading in 

the Company Contract.

B. The Company may, in its discretion and at any time, amend any procedures

adopted pursuant to Rule 8.2A, and will publish the amendments in a Participant 

Notice and on the Website.

Rule 8.3 Prohibited Trading Activity; Prohibitions on Fictitious Transactions, Fraudulent 

Activity and Manipulation

No Person shall engage in any of the following activities in connection with or related to any 

Company activity:

A. any fraudulent act or scheme to defraud, deceive, trick or mislead;
77

B. trading ahead of a Customer or front-running;

C. fraudulent trading;

D. trading against a Customer Order or entering into a cross-trade, except as 

permitted by Rule 8.11;

E. accommodation trading;

F. fictitious Transactions;

G. pre-arranged or non-competitive Transactions (except for Transactions specifically 

authorized under these Rules);

H. cornering, or attempted cornering, of any Company Contract;

I. violations of bids or offers;

J. spoofing;

K. any manipulation proscribed under CEA Section 9(a)(2) or CFTC Regulations 

180.1(a) or 180.2, whether attempted or completed;

L. demonstrating intentional or reckless disregard for the orderly execution of 

Transactions during the closing period;

M. making fictitious or trifling bids or offers, offering to enter into a Company Contract 

at a price variation less than the minimum price fluctuation permitted for such 

Company Contract under the Rules, or knowingly making any bid or offer for the 

purpose of making a market price that does not reflect the true state of the market; 

or

N. other conduct that constitutes a disruptive trading practice or is otherwise 

prohibited under CEA Section 4c(a)(5) or applicable CFTC Regulations.

Rule 8.4 Prohibition on Money Passing, Pre-Arranged, Pre-Negotiated and NonCompetitive Trades

A. No Person may enter Orders for the purpose of entering into Transactions without 

a net change in either party’s open positions but a resulting profit to one party and 

a loss to the other party, commonly known as a “money pass”.

B. No Person shall pre-arrange or pre-negotiate any purchase or sale or noncompetitively execute any Transaction, except to effect a a Block Trade or an EFP 
78

transaction. Pre-execution communications related to the material terms of a 

Block Trade or an EFP transaction must take place on the Company 

Telecommunication Systems.

Rule 8.5 Acts Detrimental to the Welfare or Reputation of the Company Prohibited

No Participant, Authorized Representative, Authorized User or ISV shall engage in any Company 

activity that tends to impair the welfare, reputation, integrity or good name of the Company.

Rule 8.6 Misuse of the Platform

Misuse of the Platform is strictly prohibited. It shall be deemed an act detrimental to the Company 

to permit unauthorized use of the Platform, to assist any Person in obtaining unauthorized access 

to the Platform, to trade on the Platform without an agreement, to alter the equipment associated 

with the Platform (except with the Company’s consent), to interfere with the operation of the 

Platform, to intercept or interfere with information provided thereby, or in any way to use the 

Platform in a manner contrary to these Rules.

Rule 8.7 Supervision; Information Sharing

A. A Participant shall be responsible for establishing, maintaining and administering 

reasonable supervisory procedures to ensure that its Authorized Users comply 

with these Rules and Applicable Law, and such Participant may be held 

accountable for the actions of such Authorized Users with respect to the Company.

B. Participants and Authorized Users shall cooperate fully with the Company or a 

Regulatory Agency in any investigation, call for information, inquiry, audit, 

examination or proceeding.

C. Participants and Authorized Users shall ensure that any information disclosed to 

the Company is accurate, complete and consistent. No existing or prospective 

Participant or Authorized User shall make any false statements or 

misrepresentations in any application, report or other communication to the 

Company.

Rule 8.8 Business Conduct

A. Conducting trading activities in an honorable and principled manner consistent with 

these Rules is the essence of ethical conduct with respect to the Company. 

Participants, Authorized Users and other Persons subject to the Company’s 
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jurisdiction shall act with ethical integrity with regard to their Company activity, and 

shall adhere to the following ethical standards:

1. A Participant, Authorized User and any other Person subject to the 

Company’s jurisdiction shall abstain from engaging in conduct that is a 

violation of these Rules or Applicable Law, and will conduct its business in 

accordance with Applicable Law, and in good faith, with a commitment to 

honest dealing.

2. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall engage in any fraudulent act or engage in any scheme to 

defraud, deceive, trick or mislead in connection with or related to any 

Company activity.

3. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall knowingly enter, or cause to be entered, bids or offers on 

the Platform other than in good faith for the purpose of executing bona fide 

Transactions.

Rule 8.9 Trading Practices

A. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall knowingly effect or induce the purchase or sale of any Company 

Contract for the purpose of creating or inducing a false, misleading, or artificial 

appearance of activity in such Company Contract, or for the purpose of unduly or 

improperly influencing the market price of such Company Contract or for the 

purpose of making a price which does not reflect the true state of the market in 

such Company Contract. No such Participant, Authorized User or other Person 

shall arrange and execute simultaneous offsetting buy and sell Orders in a 

Company Contract with the intent to artificially affect reported revenues, trading 

volumes or prices.

B. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall attempt to manipulate, or manipulate the market, in any Company 

Contract or Underlying. No such Participant, Authorized User or other Person shall 

directly or indirectly participate in or have any interest in the profit of a manipulative 

operation or knowingly manage or finance a manipulative operation. This includes 

any pool, syndicate, or joint account, whether in corporate form or otherwise, 
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organized or used intentionally for the purposes of unfairly influencing the market 

price of any Company Contract.

C. Orders entered on the Platform for the purpose of upsetting the equilibrium of the 

market in any Company Contract or creating a condition in which prices do not or

will not reflect fair market values are prohibited, and any Person who makes or 

assists in entering any such Order with knowledge of the purpose thereof or who, 

with such knowledge, in any way assists in carrying out any plan or scheme for the 

entering of any such Order, will be deemed to have engaged in an act detrimental 

to the Company.

D. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall engage in any trading, practice, or conduct that constitutes a 

disruptive or a manipulative trading practice, as defined by the CEA, CFTC 

Regulations or in any interpretive guidance issued by the Commission.

E. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall make any knowing misstatement of a material fact to the 

Company, any Company Official, or any Board committee.

F. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall knowingly disseminate false or misleading reports regarding 

Transactions, the Company or one or more markets in any Company Contract.

G. Abusive trading practices are prohibited on the Platform. No Participant, 

Authorized User or other Person subject to the Company’s jurisdiction shall place 

or accept buy and sell Orders in the same product and expiration month, and for 

options, the same strike, when they know or reasonably should know that the 

purpose of the Orders is to avoid taking a bona fide market position exposed to 

market risk (transactions commonly known or referred to as “wash sales”). Buy 

and sell Orders that are entered with the intent to negate market risk or price 

competition shall be deemed to violate the prohibition on wash sales. Additionally, 

no Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall knowingly execute or accommodate the execution of such Orders 

by direct or indirect means.

H. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall disclose an Order to buy or sell, except to a Company 
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Representative or official of the CFTC or as necessary to efficiently execute the 

Order, nor shall any such Participant, Authorized User or other Person solicit or 

induce another Person to disclose Order information. No Participant, Authorized 

User or other Person shall take action or direct another to take action based on 

non-public Order information, however acquired, except as permitted by Rule 8.4B. 

The mere statement of opinions or indications of the price at which a market may 

open or resume trading does not constitute a violation of this Rule.

Rule 8.10 Customer Order Priority

A. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall knowingly enter an Order on the Platform for its own account, an 

account in which it has a direct or indirect financial interest, or an account over 

which it has discretionary trading authority (a “Discretionary Order”), including, 

without limitation, an Order allowing discretion as to time and price, when such 

Person is in possession of a Customer Order that can be but has not been entered 

on the Platform.

B. For purposes of this Rule 8.10, a Person shall not be deemed to knowingly buy or 

sell a Company Contract or execute a Discretionary Order if:

1. such Person is a corporate or other legal entity consisting of more than one 

individual trader;

2. such Person has in place appropriate “firewall” or separation of function 

policies and procedures; and

3. the Person or Authorized User buying or selling the Company Contract or 

executing the Discretionary Order in question has no direct knowledge of 

the Order to buy or sell the same Company Contract for any other Person 

at the same price or at the market price or of the Customer Order for the 

same Company Contract, as the case may be.

C. Nothing in this Rule 8.10 limits the ability of an “eligible account manager” to bunch 

Orders in accordance with CFTC Regulation 1.35(b)(5).

Rule 8.11 Trading Against Customer Orders

A. No Person in possession of a Customer Order shall knowingly take, directly or 

indirectly, the opposite side of such Order for its own account, an account in which 
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it has a direct or indirect financial interest, or an account over which it has 

discretionary trading authority.

B. The foregoing restriction does not prohibit permissible pre-execution discussions 

conducted in accordance with Rule 8.4.

Rule 8.12 Prohibition on Withholding of Customer Orders

No Executing Participant or FCM Participant shall withhold or withdraw from the market any 

Customer Order, or any part of an Order, for the benefit of any Person other than the Customer.

Rule 8.13 Execution Priority

A. Executable Customer Orders must be entered on the Platform immediately upon 

receipt. An FCM Participant or Executing Participant that receives a Customer 

Order that is not immediately entered on the Platform must create a non-erasable 

record of the Order, including the Order instructions, account designation, date, 

time of receipt and any other information that may be required by the Company.

B. Customer Orders received by an FCM Participant or Executing Participant shall be 

entered on the Platform in the sequence received. Customer Orders that cannot 

be immediately entered on the Platform must be entered when the Orders become 

executable in the sequence in which the Orders were received.

C. Non-discretionary Customer Orders received by an FMC Participant or Executing 

Participant shall be entered on the Platform in the sequence in which they were 

received. Non-discretionary Customer Orders that cannot be immediately entered 

on the Platform must be entered when the Orders become executable in the 

sequence in which the Orders were received.

Rule 8.14 Crossing Orders

Independently initiated Orders on opposite sides of the market for different beneficial account 

owners that are immediately executable against each other may be entered without delay. Orders 

must not involve pre-execution communications, except as permitted by Rule 8.4B.

Rule 8.15 Position Limits

A. To reduce the potential threat of market manipulation or congestion, LedgerX shall 

adopt for each of its Company Contracts, as is necessary and appropriate, position 

limitations or position accountability levels for speculators. The Company may 

establish position limits for one or more Company Contracts at a level not higher 
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than any limit set by the CFTC for any Company Contract. The position limit levels 

shall be set forth in a Position Limit and Position Accountability Level Table as may 

be amended from time to time by the Company in a Participant Notice and on the 

Website. The Company may grant exemptions from position limits in accordance 

with CFTC Regulations.

B. A Participant seeking an exemption from position limits, including position limits 

established pursuant to a previously approved exemption, must file the required 

application with the Company in the form and manner as the Company may require 

from time to time and receive approval before exceeding such position limits. 

Notwithstanding the foregoing, a Participant who establishes an exemption-eligible 

position in excess of position limits and files the required application with the 

Company shall not be in violation of this Rule, provided the filing occurs within one 

Settlement Bank Business Day after assuming the position. In the event that the 

positions in excess of the position limits are not deemed to be exemption-eligible, 

the applicant and the Executing Participant, if any, will be in violation of speculative 

position limits for the period of time in which the excess positions remained open.

C. A Participant who owns or controls aggregate positions in a Company Contract in 

excess of the reportable levels set forth in the Position Limit and Position 

Accountability Level Table or where such Person otherwise holds substantial 

positions in Company Contracts shall:

1. keep records, including records of such Participant’s activity in the 

Underlying and related derivative markets, and make such records 

available, upon request, to the Company;

2. provide to the Company, in a timely manner upon request by the Company 

and in a form and manner acceptable to the Company, information relating 

to the positions owned or controlled by such Participant, including but not 

limited to the nature and size of the position, the trading strategy employed 

with respect to the position, and hedging information, if applicable;

3. be deemed to have consented, when so ordered by the Company, in its 

sole discretion, not to further increase the positions, to comply with any 

prospective limit which exceeds the size of the position owned or 
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controlled, or to liquidate any open position which exceeds position limits; 

and

4. liquidate Company Contracts, if applicable, in an orderly manner.

D. This Rule 8.15 shall not limit the jurisdiction of the Company to take action that it 

determines necessary or appropriate in respect of any positions on the Company, 

including but not limited to the Company taking steps to liquidate such Company 

Contracts on behalf and at the expense of such Participant to the extent necessary 

to eliminate such excess.

Rule 8.16 Position Accountability Levels

A. The Company shall establish position accountability levels for Company Contracts 

not subject to position limits pursuant to Rule 8.15. The position accountability 

levels shall be set forth in a Position Limit and Position Accountability Level Table 

as may be amended from time to time by the Company in a Participant Notice and 

on the Website.

B. A Participant that owns or controls aggregate positions in a Company Contract in 

excess of the reportable levels set forth in the Position Limit and Position 

Accountability Level Table or where such Participant otherwise holds substantial 

positions in Company Contracts shall:

1. keep records, including records of such Person’s activity in the Underlying 

and related derivative markets, and make such records available, upon 

request, to the Company;

2. provide to the Company, in a timely manner upon request by the Company 

and in a form and manner acceptable to the Company, information relating 

to the positions owned or controlled by such Person, including but not 

limited to the nature and size of the position, the trading strategy employed 

with respect to the position, and hedging information, if applicable;

3. be deemed to have consented, when so ordered by the Company, in its 

sole discretion, not to further increase the positions, to comply with any 

prospective limit which exceeds the size of the position owned or 

controlled, or to liquidate any open position which exceeds position 

accountability levels; and
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4. liquidate Company Contracts, if applicable, in an orderly manner.

C. This Rule shall not limit the jurisdiction of the Company to take action that it 

determines necessary or appropriate in respect of any positions on the Company, 

including but not limited to the Company taking steps to liquidate such Company 

Contracts on behalf and at the expense of such Participant to the extent necessary 

to eliminate such excess.

Rule 8.17 Aggregation of Positions

A. For purposes of Rule 8.15 and Rule 8.16, all positions in Company Contracts must 

be aggregated as required by CFTC Regulations. Aggregation of positions shall 

apply to:

1. All positions in accounts for which a Person by power of attorney or 

otherwise directly or indirectly owns the positions or controls the trading of 

the positions. Position limits shall apply to positions held by two or more 

Persons acting pursuant to an expressed or implied agreement or 

understanding, in the same as if the positions were held by, or the trading 

of the positions was done by, a single Person.

2. Any Person holding positions in more than one account, or holding 

accounts or positions in which the Person by power of attorney or otherwise 

directly or indirectly has a ten percent or greater ownership or equity 

interest, must aggregate all such accounts or positions unless such Person 

is exempted from aggregating such positions by CFTC Regulations.

B. Any Participant seeking an exemption from aggregation of positions must (1) 

satisfy the exemptive requirements in CFTC Regulations; and (2) apply for a 

Company-approved exemption in the form and manner as may be prescribed by 

the Company from time to time.

Rule 8.18 Large Trader Reporting

A. Each Participant shall submit to the Company (i) a daily report of all positions that 

exceed the reportable position levels set forth on the Website and (ii) a copy of the 

CFTC Form 102 (Identification of Special Accounts, Volume Threshold Accounts 

and Consolidated Accounts and which shall include a Series S filing made 

pursuant to CFTC Regulation 20.5) filed by the Participant or Executing Participant 
86

with the CFTC for such Participant’s or Executing Participant’s Customers’ 

reportable accounts. The Form 102 shall be submitted to the Company no later 

than the Settlement Bank Business Day following the date on which the account 

becomes reportable.

B. Positions in Company Contracts at or above the reportable level set forth on the 

Website trigger reportable status. For a Participant in reportable status, all

positions, regardless of size, in relevant Company Contracts must be reported to 

the Company, in addition to any regulatory obligations a Participant may have 

separate and apart from these Rules.

C. All large trader reports shall be submitted in the form and manner specified by the 

Company. The Company may require that more than one large trader report be 

submitted daily. The Regulatory Oversight Committee may require certain 

Participants to provide reports on a lesser number of positions than otherwise 

required by the Company.

Rule 8.19 Compliance

Each Participant shall have a compliance program commensurate with the size and scope of its 

trading activities on the Company and designed to ensure appropriate, timely and ongoing review 

of trading practices and compliance with the Rules. Each Participant shall act in accordance with 

these practices for compliance and monitoring with regard to its Company activity:

A. Provide for proper training of personnel on the provisions of the Rules;

B. Maintain internal policies and procedures to promote compliance with the Rules;

C. Promptly disclose to the Company the details of any violations of the Rules 

involving a Participant’s activities on the Company, including its own activities or 

those of another Participant, and a Participant shall promptly disclose to the 

Company the details of any disciplinary sanctions, fines or other related 

determinations made by a Regulatory Agency or another market on which such 

Participant trades, or provision of market information to the Company or any of its 

Affiliates;

D. Provide an environment that encourages employees to engage in safe and 

confidential discussions and to disclose to senior management any trading 

practices that might violate the Rules;
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E. Require any consultant, contractor and subcontractor to disclose all financial 

affiliations and conflicts of interest. Ensure that consultants, contractors or 

subcontractors do not cause any disclosure of information in violation of the Rules, 

including this code of conduct, and that confidentiality agreements are in effect 

where appropriate; and

F. Establish clear lines of accountability for trading practices, including provisions 

relating to the responsibilities of corporate officers, with appropriate oversight by 

the board of directors or other senior corporate management committee.
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CHAPTER 9 Discipline and Enforcement

Rule 9.1 General

A. Market Monitoring

1. The Company shall record and store a record of all data entered into the 

Platform, including the Participant’s and Authorized User’s identity, 

information on Transactions and any other information required and in 

accordance with the Company’s policies.

2. The Company shall conduct market surveillance and trade practice 

surveillance by monitoring and reviewing data entered into the Platform 

using programs designed to alert the Company of potentially unusual or 

violative trading activity.

3. The Company, through the Compliance Department, shall initiate a review 

of unusual or violative trading activity and, where appropriate, investigate 

such activity. The Compliance Department will also conduct investigations 

when Compliance Department staff at any time has reason to believe that 

inappropriate activity of any sort is taking place on the Company, Platform 

or Website.

B. All Persons within the Company’s jurisdiction are subject to this Chapter 9 if they 

are alleged to have violated, to have aided and abetted a violation, to be violating, 

or to be about to violate, any Rule or any provision of Applicable Law for which the 

Company possesses disciplinary jurisdiction.

C. Compliance Department

1. The Company has a Compliance Department consisting of one or more 

compliance staff. The Chief Compliance Officer is responsible for 

overseeing the Compliance Department and shall report to the Regulatory 

Oversight Committee and the CEO.

2. The Compliance Department shall investigate unusual trading activity or 

other activity that the Compliance Department has reasonable cause to 

believe could constitute a violation of these Rules, and shall enforce the 

Rules and prosecute possible Rule violations within the Company’s 

disciplinary jurisdiction.
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3. The Compliance Department shall conduct at least annual reviews of all 

Participants to verify compliance with Company Rules. The Compliance 

Department may conduct periodic reviews of all persons and firms subject 

to the Company’s Rules to verify compliance with the Company Rules. 

Such reviews may include, but are not limited to, reviews of randomly 

selected samples of audit trail data, reviews of the process by which User 

ID records are maintained, reviews of usage patterns associated with User 

IDs, and reviews of account numbers and Customer Type Indicator codes.

D. The Company, through the Compliance Department, Disciplinary Panel and 

Appeals Committee, shall conduct inquiries, investigations, disciplinary 

proceedings and appeals from disciplinary proceedings, summary impositions of 

fines, summary suspensions or other summary actions in accordance with this 

Chapter 9. Any Person subject to the Company’s jurisdiction under Rule 3.1 is 

subject to the Company’s disciplinary authority set forth in this Chapter 9.

E. The Company, through the Compliance Department, will commence an 

investigation upon (i) the discovery or receipt of information that indicates a 

reasonable basis for finding that a violation may have occurred or will occur, or (ii)

the receipt of a request from Commission staff. 

F. No Company Official shall interfere with or attempt to influence the process or 

resolution of any Disciplinary Action, except to the extent provided under these 

Rules with respect to a proceeding in which a Person is a member of the relevant 

Disciplinary Panel or Appeals Committee.

G. Representation by Counsel

1. A Respondent, upon being served with a Notice of Charges, has the right 

to retain and be represented by legal counsel or any other representation 

of its choosing, except any Director or a member of the Disciplinary Panel 

or person substantially related to the underlying investigations, such as 

material witnesses or respondents during such proceedings.

2. In the event of any appeal that requires the Company to retain legal 

counsel, the Respondent shall be responsible for the reasonable attorney’s 

fees incurred by the Company if the Respondent does not prevail in the 

dispute.
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H. The Company may hold a Participant liable for, and impose sanctions against such 

Participant, for such Participant’s own acts and omissions that constitute a violation 

as well as for the acts and omissions of each Authorized User, Authorized 

Representative or other Person using a User ID of such Participant, or other agent 

or representative of such Participant (other than an Executing Participant acting as 

agent for such Participant), in each case, that constitute a violation as if such 

violation were that of the Participant.

I. Ex Parte Communications

1. A Respondent (and any counsel or representative of such Respondent) 

and the Compliance Department (and any counsel or representative of the 

Compliance Department) shall not knowingly make or cause to be made 

an ex parte communication relevant to the merits of a disciplinary 

proceeding or an appeal from a disciplinary proceeding to any member of 

the Disciplinary Panel or the Appeals Committee that hears such 

proceeding.

2. Members of a Disciplinary Panel or Appeals Committee shall not knowingly 

make or cause to be made an ex parte communication relevant to the 

merits of a disciplinary proceeding or an appeal from a disciplinary 

proceeding to any Respondent (and any counsel or representative of such 

Respondent) or the Compliance Department (and any counsel or 

representative of the Compliance Department).

3. Any Person who receives, makes or learns of any communication that is 

prohibited by this Rule 9.1I shall promptly give notice of such 

communication and any response thereto to the Compliance Department 

and all parties to the proceeding to which the communication relates.

4. A Person shall not be deemed to have violated this Rule 9.1I if the Person 

refuses an attempted communication concerning the merits of a 

proceeding as soon as it becomes apparent that the communication 

concerns the merits.

Rule 9.2 Investigations

A. The Compliance Department will endeavor to complete any investigation within 12 

months of the time unusual trading activity or a potential Rule violation is 
91

suspected, unless there exists significant reason to extend the investigation 

beyond such period. Upon the conclusion of any investigation, the Compliance 

Department shall draft a report detailing the facts that led to the opening of the 

investigation, the facts that were found during the investigation, and the 

Compliance Department’s analysis and conclusion. Such internal report shall be 

maintained in accordance with Rule 2.14.

B. The Compliance Department has the authority to:

1. initiate and conduct inquiries and investigations;

2. examine books and records of any Person subject to the Company’s 

jurisdiction under Rule 3.1;

3. prepare investigative reports and make recommendations concerning 

initiating disciplinary proceedings;

4. issue a Notice of Charges to a Respondent;

5. prosecute alleged violations within the Company’s disciplinary jurisdiction; 

and

6. represent the Company on appeal from any disciplinary proceeding, 

summary imposition of fines, summary suspension or other summary 

action.

C. Each Person subject to the jurisdiction of the Company:

1. is obligated to appear and testify and respond in writing to interrogatories 

within the time period required by the Compliance Department in 

connection with:

a. any Rule;

b. any inquiry or investigation; or

c. any preparation by and presentation during a Disciplinary Action;

2. is obligated to produce books, records, papers, documents or other 

tangible evidence in its possession, custody or control within the time 

period required by the Compliance Department in connection with:

a. any Rule;
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b. any inquiry or investigation; or

c. any preparation by and presentation during a Disciplinary Action; 

and

3. may not impede or delay any Disciplinary Action.

Rule 9.3 Disciplinary Panel

A. The Respondent disputes the Compliance Department’s findings with respect to a 

Disciplinary Action, the Company shall convene the Disciplinary Panel to 

adjudicate the findings by the Compliance Department that are under dispute. The 

Chief Compliance Officer or an individual designated by the Chief Compliance 

Officer may be appointed to argue the matter on behalf of the Company.

1. Members of the Disciplinary Panel shall be individuals that do not have a 

direct interest (financial, personal or otherwise) in the matter, but in no 

event may be members of the Compliance Department or any Persons 

involved in adjudicating any other stage of the same proceeding.

2. In the event that members of the Disciplinary Panel do not satisfy the 

requirements of this Rule 9.3A.2, then the Regulatory Oversight Committee 

may substitute a new member for the Disciplinary Panel or act as the 

Disciplinary Panel, to the extent that the substituted member or the 

Regulatory Oversight Committee, as the case may be, does not have a 

direct interest (financial, personal or otherwise) in the matter.

B. Members of the Disciplinary Panel and the Compliance Department may not 

communicate regarding the merits of a matter brought before the Disciplinary 

Panel without informing the Respondent who is the subject of the communication 

of the substance of such communication and allowing the Respondent an 

opportunity to respond. The Compliance Department may compel testimony, 

subpoena documents, and require statements under oath from any Respondent 

or, to the extent the Respondent is a Participant, any of its Authorized Users, 

Authorized Representatives or other employees or agents.

C. The Compliance Department and other Company Representatives working under 

the supervision of the Compliance Department may not operate under the direction 

or control of any Participant, Authorized User, Authorized Representative or any 
93

other representative of a Participant, or trade, directly or indirectly, in any 

commodity interest traded on or subject to the rules of any Designated Contract 

Market or Swap Execution Facility.

Rule 9.4 Notice of Charges

A. The Compliance Department shall issue a Notice of Charges to a Respondent by 

electronic mail and the U.S. Postal Service to that Respondent’s last known 

address if the Compliance Department determines that there is reasonable cause 

to believe that a Respondent has violated these Rules or Applicable Law. The 

Notice of Charges shall include:

1. the reason the investigation was initiated;

2. the Rule or Rules alleged to have been violated;

3. the Respondent’s response, if any, or a summary of the response;

4. a summary of the investigation conducted;

5. findings of fact and the Compliance Department’s conclusions as to each 

charge, including which of these Rules the Respondent violated, if any;

6. a summary of the Respondent’s, and any relevant Authorized User’s or 

Authorized Representative’s, disciplinary history, if any;

7. the penalty, if any, proposed by the Compliance Department; and

8. the Respondent’s right to a hearing.

B. If the Compliance Department institutes an investigation of any Affiliate of the 

Company, the Chief Compliance Officer shall notify the Commission’s Division of 

Market Oversight, or its successor division, of that fact. At the conclusion of any 

such investigation, the Chief Compliance Officer shall provide the Commission’s 

Division of Market Oversight, or its successor division, with a copy of the report or 

other documentation specified in Rule 9.2.

Rule 9.5 Contesting and Appeals

A. The Respondent subject to the investigation may contest the Notice of Charges by 

submitting an answer to the Notice of Charges by electronic mail to the Compliance 

Department within 15 days of receipt of the Notice of Charges. The Respondent’s 
94

answer must contain a detailed response to the findings and conclusions as to 

each charge and any other information the Respondent believes is relevant.

B. The Respondent has a right to examine all relevant books, documents, or other 

evidence in the possession or under the control of the Compliance Department, 

except that the Compliance Department may withhold from inspection any 

documents that:

1. are privileged or that constitute attorney work product;

2. were prepared by any Company Representative but which will not be 

offered in evidence in the disciplinary proceedings;

3. may disclose a technique or guideline used in examinations, investigations, 

or enforcement proceedings; or

4. disclose the identity of a confidential source.

C. If the Respondent fails to answer a Notice of Charges, then such failure shall be 

deemed an admission to the findings in the Notice of Charges, and the Compliance 

Department’s findings and conclusions shall become final and the Compliance 

Department shall impose the penalty (if any) that it proposes. The Compliance 

Department shall notify the Respondent of the imposition of any penalty and send 

a copy of the Notice of Charges by electronic mail and the U.S. Postal Service to 

that Respondent’s last known address.

D. If the findings of the Compliance Department are contested, the Compliance 

Department’s report and the Respondent’s response will be submitted to a 

Disciplinary Panel.

E. The Disciplinary Panel will conduct a fair hearing with the Compliance Department 

or other Company Representative and the Respondent within 15 calendar days of 

receipt of the Participant’s answer to the Notice of Charges contesting such Notice 

of Charges. Parties may attend telephonically. The formal rules of evidence shall 

not apply, but the hearing procedures must not deny a fair hearing.

1. The hearing shall be recorded, and all information submitted by the parties 

and the recording of the hearing shall be preserved by the Compliance 

Department, along with the Disciplinary Panel’s findings, as the record of 

the proceedings (the “hearing record”) in accordance with Rule 2.14.
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2. The hearing record shall be transcribed if requested by the Commission or 

Respondent, if the decision is appealed pursuant to these Rules, or if the 

Commission reviews the decision pursuant to Section 8c of the CEA or Part 

9 of CFTC Regulations.

F. Prior to the Disciplinary Panel’s hearing, the parties may (but need not) submit 

proposed findings, briefs, and exhibits (including affidavits), and during the hearing 

the parties may present witnesses. The Respondent is entitled to cross-examine 

witnesses. Persons within the Company’s jurisdiction who are called as witnesses 

must participate in the hearing and produce evidence. The Compliance 

Department shall use reasonable efforts to secure the presence of all other 

witnesses whose testimony would be relevant.

G. Within 15 days after the Disciplinary Panel’s hearing, the Disciplinary Panel shall 

issue a decision, which shall be delivered to the Respondent by electronic mail 

and the U.S. Postal Service to the Respondent’s last known address. The findings 

of the Disciplinary Panel shall contain the following information:

1. the Notice of Charges or a summary thereof, and any answer to the 

charges or a summary thereof;

2. a summary of the evidence received;

3. findings and conclusions with respect to each charge, and a complete 

explanation of the evidence and other basis for such findings and 

conclusions;

4. an indication of each specific rule that the Respondent was found to have 

violated;

5. a declaration of any penalty to be imposed on the Respondent as the result 

of the findings and conclusions, including the basis for such penalty;

6. the effective date and duration of that penalty; and

7. a statement that the Respondent has the right to appeal any adverse 

decision by the Disciplinary Panel to the Appeals Committee within 15 

calendar days of receipt of the Disciplinary Panel’s decision.
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H. The Disciplinary Panel’s decision shall be final on the date it is signed by the 

members of the Disciplinary Panel, the finality of which shall be effective on the 

day after the last day of the appeal period.

I. Either the Participant or the Compliance Department or the Company 

Representative may appeal the decision of the Disciplinary Panel within 15 

calendar days by filing an appeal by electronic mail with the Appeals Committee 

and forwarding a copy to the other parties to the appeal. The Appeals Committee 

may review a decision on its own initiative. Any penalties shall be stayed pending 

appeal unless the Regulatory Oversight Committee determines that a stay pending 

appeal would likely be detrimental to the Company, other Participants, or the 

public. The Appeals Committee shall review the hearing record and any 

information submitted by the Compliance Department or the Company 

Representative and the Respondent on appeal and issue a decision, which shall 

be final on the date of such issuance. The Respondent shall be notified of the 

Appeals Committee’s decision by electronic mail and by the U.S. Postal Service to 

the Respondent’s last known address. The hearing record, any information 

submitted on appeal, and the Appeals Committee’s decision shall be preserved as 

the record on appeal in accordance with Rule 2.14. The decision shall contain the 

information listed in Rule 9.5 except for 9.5(G)(7), and will also contain:

1. a statement that any Person aggrieved by the action may have a right to 

appeal the action pursuant to Part 9 of the Commission’s Regulations, 

within 30 calendar days of service; and

2. a statement that any Person aggrieved by the action may petition the 

Commission for a stay pursuant to Part 9 of the Commission’s Regulations, 

within ten calendar days of service.

Rule 9.6 Settlements

A. The Company may enter into settlements with any Respondent any time following 

the issuance of a Notice of Charges and prior to any final decision by the Appeals 

Committee. The Respondent may initiate a settlement offer. Any settlement offer 

shall be forwarded to the Disciplinary Panel with a recommendation by the 

Compliance Department that the proposed settlement be accepted, rejected, or 
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modified. A settlement offer may be withdrawn at any time before it is accepted by 

the Disciplinary Panel.

B. The Disciplinary Panel may accept or reject a proposed settlement, and the 

decision of the Disciplinary Panel shall be final. In addition, the Disciplinary Panel 

may propose a modification to the proposed settlement for consideration by the 

Respondent and the Compliance Department.

C. Any settlement under this Rule shall be in writing and shall state:

1. the Notice of Charges or a summary thereof;

2. the Respondent’s answer, if any, or a summary thereof;

3. a summary of the investigation conducted;

4. findings and conclusions as to each charge, including each act the 

Respondent was found to have committed or omitted, be committing or 

omitting, or be about to commit or omit, and each of these Rules or 

Applicable Law that such act or practice violated, is violating, or is about to 

violate;

5. any penalty imposed and the penalty’s effective date; and

6. where customer harm is found to exist, full customer restitution where it 

can be reasonably determined.

D. Failed settlement negotiations, or withdrawn settlement offers, will not prejudice a 

Respondent or otherwise affect subsequent procedures in the Rule enforcement 

process.

Rule 9.7 Notice of Decision

A. The Compliance Department shall provide to the Respondent notice of the 

Disciplinary Action, decision of the Disciplinary Panel or Appeals Committee, or 

settlement in which sanctions are imposed, no later than two Settlement Bank 

Business Days after it becomes final.

B. The Compliance Department shall provide to the NFA for inclusion in its Internetaccessible database of disciplinary matters within two Settlement Bank Business 

Days after a decision becomes final, notice of any decision providing that a 

Respondent is suspended, expelled, disciplined or denied access to the Company.
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C. The Compliance Department shall make public notice of the Disciplinary Action 

when the Disciplinary Action becomes final by posting on its Website the 

information required by CFTC Regulation 9.11, for a period of five consecutive 

Settlement Bank Business Days in accordance with CFTC Regulation 9.13.

Rule 9.8 Penalties

As a result of a Disciplinary Action or as part of a settlement, the Compliance Department may 

impose one or more of the following penalties, commensurate with the violation committed, in 

consideration with the Respondent’s disciplinary history, and including full customer restitution 

where customer harm is found and where such restitution can be reasonably determined:

A. a letter of warning, censure, or reprimand (although no more than one such letter 

may be issued to the same Person found to have committed the same Rule 

violation within a rolling 12-month period);

B. a fine or penalty for each Rule or Applicable Law violation sufficient to deter 

recidivism plus the monetary value of any benefit received as a result of the 

violation or the cost of damages to the unoffending counterparty;

C. suspension of Participant or Authorized User status or privileges for a specified 

period, including partial suspension of such privileges (for example, suspension of 

Trading Privileges or Clearing Privileges in particular types of Company Contracts 

or of placement of certain types of orders); 

D. a prohibition against FCM Participants and/or Executing Participants from entering 

Transactions on behalf of a Customer who has violated these Rules, the CEA or 

CFTC Regulation or other Applicable Law; and

E. revocation of Participant or Authorized User status or privileges, including partial 

revocation of such privileges (for example, revocation of Trading Privileges or 

Clearing Privileges in particular types of Company Contracts or of placement of 

certain types of orders).

Rule 9.9 Summary Suspension

A. The Compliance Department may summarily suspend or restrict a Participant’s or 

an Authorized User’s privileges if the Chief Compliance Officer believes 

suspension or restriction is necessary to protect the swaps, commodity futures or 

options markets, the Company, the public, or other Participants.
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B. All access denials, suspensions, expulsions and other restrictions imposed upon 

a Participant or Authorized User by the Compliance Department pursuant to these 

Rules shall restrict with equal force and effect, access to, and use of, the Company.

C. The Compliance Department may deny or terminate the status of a Participant, 

including an FCM Participant, Executing Participant or Liquidity Provider, and any 

Authorized User if (i) such Person is unable to demonstrate its ability to satisfy the 

applicable criteria set forth in Chapter 3 of these Rules; (ii) such Person is unable 

to demonstrate its compliance with all other applicable Rules; (iii) such Person’s 

inability to demonstrate compliance with such criteria or Rules would, in the 

Company’s sole discretion, bring the Company into disrepute or cause the 

Company to fail to be in compliance with the CEA or CFTC Regulations or other 

laws and regulations; (iv) such Person or any of its Authorized Users, as 

applicable, has committed a violation of the Rules; or (v) other good cause is 

shown as the Company may reasonably determine in its discretion.

D. Upon any suspension or revocation of an FCM Participant, any open Order on the 

Platform for such FCM Participant’s Customer(s) shall be cancelled by the 

Company. 

E. Whenever practicable the Compliance Department shall notify the Participant or 

Authorized User whose privileges are to be summarily suspended by electronic 

mail before the action is taken. If prior notice is not practicable, the Participant or 

Authorized User shall be served with notice by electronic mail at the earliest 

opportunity. This notice shall:

1. state the action taken or to be taken;

2. briefly state the reasons for the action;

3. state the time and date when the action became or becomes effective and 

its duration; and

4. state that any Person aggrieved by the action may petition the Commission 

for a stay of the effective date of the action pending a hearing pursuant to 

Part 9 of CFTC Regulations, within ten calendar days of service.

F. The Participant or Authorized User whose privileges are to be summarily 

suspended shall be given an opportunity for appeal under the procedures outlined 
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in Rule 9.5I. The decision affirming, modifying, or reversing the summary 

suspension shall be furnished by electronic mail to the suspended Participant or 

Authorized User, and to the Commission no later than one Settlement Bank 

Business Day after it is issued. The decision shall contain:

1. a description of the action taken and the reasons for the action;

2. a brief summary of the evidence received during the appeal process;

3. findings and conclusions;

4. a determination as to whether the summary action that was taken should 

be affirmed, modified, or reversed;

5. a declaration of any action to be taken against the suspended Participant 

or Authorized User as the result of that determination;

6. the effective date and duration of that action;

7. a determination of the appropriate relief based on the findings and 

conclusions;

8. a statement that any Person aggrieved by the action may have a right to 

appeal the action pursuant to Part 9 of the Commission’s Regulations, 

within 30 calendar days of service; and

9. a statement that any Person aggrieved by the action may petition the 

Commission for a stay pursuant to Part 9 of the Commission’s Regulations, 

within ten calendar days of service.

Rule 9.10 Reporting Violations to the Commission

A. Whenever the Company suspends, expels, fines or otherwise disciplines or denies 

any Person access to the Platform, the Company will make the disclosures 

required by Commission Regulations. Without limiting the generality of the 

foregoing, upon rendering a final decision regarding a disciplinary or access denial 

action, the Company shall provide notice to the Commission by filing with NFA’s 

BASIC.

B. The Company will submit to the Commission a schedule listing all those Company 

Rule violations which constitute disciplinary offenses as defined in paragraph 

(a)(6)(i) of CFTC Regulation 1.63 and, to the extent necessary to reflect revisions, 
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will submit an amended schedule within thirty days of the end of each calendar 

year. The Company will maintain the schedule required by this section, and post 

the schedule on the Company’s website.

C. The Company will submit to the Commission within thirty days of the end of each 

calendar year a certified list of any Participants or Persons who have been 

removed from any Disciplinary Panel, the Board or any Company committee 

pursuant to these Rule or Applicable Law during the prior year.

D. Whenever the Company finds by final decision that a Participant or Person has 

violated a Rule or otherwise committed a disciplinary offense and such finding 

makes such person ineligible to serve on the Company’s Disciplinary Panels, 

Company committees, or the Board, the Company shall inform the Commission of 

such finding and the length of the ineligibility in a notice it is required to provide to 

the Commission pursuant to either CEA Section 17(h)(1) or CFTC Regulation 9.11.
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CHAPTER 10 Arbitration

Rule 10.1 In General

A. If so elected by a Customer, any Claim by the Customer against a Participant 

(including any related counterclaims) shall be settled by arbitration in accordance 

with this Chapter 10.

B. Any Claim by a Participant against another Participant (including any related 

counterclaims) shall be settled by arbitration in accordance with this Chapter 10. 

Arbitration proceedings invoked pursuant to this paragraph shall be independent 

of, and shall not interfere with or delay the resolution of Customers' Claims 

submitted for arbitration pursuant to paragraph A.

C. Notwithstanding paragraph B, the arbitration panel, in its sole and absolute 

discretion, may decline to take jurisdiction of, or, having taken jurisdiction may at 

any time decline to proceed further with, any Claim or any other dispute, 

controversy or counterclaim, other than such as may be asserted under paragraph 

A.

D. A Claim brought pursuant to this Rule 10.1 shall be adjudicated by qualified 

arbitrators appointed in accordance with Rule 10.5 below.

E. Persons to a dispute resolved in accordance with this Chapter 10 shall have the 

right to retain and be represented by legal counsel or any other representation of 

its choosing, except any Director or a member of the Disciplinary Panel or person 

substantially related to the underlying investigations, such as material witnesses 

or respondents during such proceedings. Persons to a dispute resolved in 

accordance with this Chapter 10 shall be responsible for their own costs, expenses 

and attorneys’ fees incurred in connection with the dispute. Notwithstanding the 

foregoing, the Person that prevails shall be entitled to recover from the other party 

all costs, expenses and reasonable attorneys’ fees incurred in any arbitration 

arising out of or relating to this Chapter 10, and in any legal action or administrative 

proceeding to enforce any arbitration award or relief.

F. Any award or relief granted by the arbitrators hereunder shall be final and binding 

on the parties hereto and may be enforced by any court of competent jurisdiction.
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G. Notwithstanding the foregoing, this Chapter 10 does not apply to disputes between 

Participants where:

1. such Persons are required by the rules of a non-Company Self-Regulatory 

Organization to submit to the dispute resolution procedures of that SelfRegulatory Organization; or

2. such Persons have, by valid and binding agreement, committed to arbitrate 

or litigate in a forum other than the Company.

H. For purposes of this Chapter 10, the term “Claim” means any dispute which arises 

out of any Transaction, which dispute does not require for adjudication the 

presence of essential witnesses or third parties over whom the Company does not 

have jurisdiction or who are otherwise not available. The term “Claim” does not 

include disputes arising from underlying commodity transactions which are not a 

part of, or directly connected with, any Transaction.

Rule 10.2 Fair and Equitable Arbitration Procedures

A. A Person desiring to initiate an arbitration as provided in Rule 10.1 shall file a notice 

of arbitration (a “Notice”) within two years from the time the Claim arose. The 

Notice must set forth the name and address of the party or parties against whom 

the Claim is being asserted, the nature and substance of the Claim, the relief 

requested and the factual and legal bases alleged to underlie such relief.

B. The Notice shall be accompanied by a non-refundable check payable to the 

Company in payment of the arbitration fee. The amount of the fee shall be (i) $500 

for a Claim requesting relief totaling less than $25,000 in the aggregate or (ii) 

$1,000 for a Claim requesting relief totaling $25,000 or more in the aggregate.

C. Upon receipt, the Company shall promptly convene an arbitration panel in 

accordance with Rule 10.5. The Company shall deliver a copy of the Notice to 

each other party and to the arbitration panel.

D. Within 20 days following the delivery of the Notice, each respondent shall file a 

written response (a “Response”) with the Company, with a copy to the claimant, 

setting forth its or his position and any counterclaims, as applicable. If the 

Response sets forth one or more counterclaims, the claimant shall file within 20 
104

days a written reply to such counterclaims with the Company, with a copy to the 

claimant.

E. Once each party has had an opportunity to respond to the Claim and all 

counterclaims, the arbitration panel shall promptly schedule a hearing. 

Notwithstanding, Claims requesting relief totaling less than $5,000 in the 

aggregate may, in the interests of efficiency and economy, be resolved without 

hearing.

F. The chairman of the arbitration panel shall preside over the hearing and shall make 

such determinations on the relevancy and procedure as will promote a fair and 

expeditious adjudication.

G. The arbitration panel shall consider all relevant, probative testimony and 

documents submitted by the parties. The arbitration panel shall not be bound by 

the formal rules of evidence.

H. The final decision of the panel shall be by majority vote of the arbitrators, as 

applicable.

I. Within 60 days after the termination of the hearing, the arbitration panel shall 

render its final decision in writing and deliver a copy thereof either in person or by 

first-class mail to each of the parties. The arbitration panel may grant any remedy 

or relief which it deems just and equitable, including, without limitation, the 

awarding of interest and the arbitration fee.

J. The final decision of the arbitration panel shall not be subject to appeal within the 

Company.

K. No verbatim record shall be made of the proceedings, unless requested by a party 

who shall bear the cost of such record.

Rule 10.3 Withdrawal of Arbitration Claim

Any Notice may be withdrawn at any time before the Response is filed in accordance with this 

Chapter 10. If a Response has been filed, any withdrawal shall require consent of the party 

against which the Claim is asserted.

Rule 10.4 Penalties

A. Any failure on the part of a Person to arbitrate a dispute subject to this Chapter 10, 

or the commencement by any such Person of a suit in any court prior to arbitrating 
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a case that is required to be arbitrated pursuant to this Chapter 10, violates these 

Rules and shall subject such Person to disciplinary proceedings pursuant to 

Chapter 9. Any Person that does not arbitrate a dispute pursuant to Rule 10.1G

shall not be deemed to have violated these Rules.

B. The Chief Compliance Officer, in consultation with the Regulatory Oversight 

Committee, may summarily suspend, pursuant to Rule 9.9, a Participant that fails 

to timely satisfy an arbitration award rendered in any arbitration pursuant to this 

Chapter 10.

Rule 10.5 Arbitration Panel

A. On an as-needed basis, the Company shall convene an arbitration panel to 

adjudicate an arbitration claim under this Chapter 10. For a Claim requesting relief 

totaling less than $25,000 in the aggregate, the arbitration panel shall consist of 

one individual. For a Claim requesting relief totaling $25,000 or more in the 

aggregate, the arbitration panel shall consist of three individuals.

B. Members of the arbitration panel shall be individuals that do not have a direct 

interest (financial, personal or otherwise) in the matter.

C. Any member of the arbitration panel may disqualify himself for any reason he 

deems appropriate.

D. Each member of the arbitration panel shall conduct himself in a manner consistent 

with the American Bar Association/American Arbitration Association's "Code of 

Ethics for Arbitrators in Commercial Disputes," which the Company hereby adopts 

as its own code of ethics for arbitrators.

E. Each member of the arbitration panel must have no less than five years’ 

experience in the financial services industry, and no less than one arbitrator must 

have no less than five years’ experience in the commodity futures or swap industry.

F. In the event that members of the arbitration panel do not satisfy the requirements 

of this Rule 10.5, then the Regulatory Oversight Committee may substitute a new 

member for the arbitration panel or act as the arbitration panel, to the extent that 

the substituted member or the Regulatory Oversight Committee, as the case may 

be, does not have a direct interest (financial, personal or otherwise) in the matter.
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CHAPTER 11 Miscellaneous

Rule 11.1 Adjustments Necessitated by Material Changes in the Underlying

In the event that, prior to or during the term of a Series, changes beyond the control of the 

Company occur in the availability of the Underlying or in the way the Underlying is calculated, or 

a value for the Underlying is unavailable or undefined in light of intervening events, the Company 

may delay listing Series or adjust the terms of outstanding Series as it deems appropriate in its 

discretion to achieve fairness to holders of Company Contracts of the affected Series.

Rule 11.2 Prohibition on Trading by Company Personnel; Misuse of Material, Non-Public 

Information

A. Terms used in this Rule 11.2 and not otherwise defined in these Rules shall have 

the meanings set forth in CFTC Regulations 1.3 and 1.59. 

B. Company Personnel may not trade, directly or indirectly any Company Contract or 

any related financial instrument.

C. Company Representatives may not trade, directly or indirectly any Company 

Contract or financial instrument where such Company Representative has access 

to material, non-public information concerning such Company Contract or financial 

instrument.

D. The Chief Compliance Officer (or, in the case of the Chief Compliance Officer, the 

Board) may grant exemptions in accordance with the provisions of this Rule 11.2

to Company Personnel on a case-by-case basis under circumstances where the 

Company Personnel is participating in pooled investment vehicles and the 

Company Personnel has no direct or indirect control over Transactions effected by 

or for the account of the pool.

E. For the avoidance of doubt, participation by Company Personnel in a retirement 

plan sponsored by the Company shall not be deemed to constitute trading directly 

or indirectly in a Company Contract or financial instrument, notwithstanding such 

plan’s trading of Company Contracts or financial instruments.

F. Any exempt Company Personnel that has received an exemption under Rule 

11.2D must:
107

1. furnish to the Company (or, in the case of the Chief Compliance Officer, to 

the Board) account statements and other documents relevant to the trading 

activities that are so exempted; and

2. inform the Chief Compliance Officer (or, in the case of the Chief 

Compliance Officer, the Board) within one Settlement Bank Business Day 

of any material change of information that may affect such Company 

Personnel’s qualification for such exemption.

G. Company Representatives are prohibited from disclosing material, non-public 

information obtained as a result of their employment, agency relationship or 

engagement with the Company for any purpose inconsistent with such Person’s 

duties or responsibilities as an employee, agent, independent contractor, Director 

or Committee member.

Rule 11.3 Property Rights

A. Each Participant on behalf of itself and each of its Affiliates, Authorized Users and 

other Persons affiliated with any of the foregoing, hereby acknowledges and 

agrees that LedgerX LLC owns and shall retain all right, title and interest in and to 

the Company, all components thereof, including, without limitation, all related 

applications, all application programming interfaces, user interface designs, 

software and source code and any and all intellectual property rights therein, 

including, without limitation, all registered or unregistered, as applicable, (a) 

copyright, (b) trademark, (c) service mark, (d) trade secret, (e) trade name, (f) data 

or database rights, (g) design rights, (h) moral rights, (i) inventions, whether or not 

capable of protection by patent or registration, (j) rights in commercial information 

or technical information, including know-how, research and development data and 

manufacturing methods, (k) patent, and (l) other intellectual property and 

ownership rights, including applications for the grant of any of the same, in or to 

LedgerX LLC and all other related proprietary rights of LedgerX LLC and/or any of 

its Affiliates (together, with any and all enhancements, corrections, bug fixes, 

updates and other modifications to any of the foregoing and any and all data or 

information of any kind, other than Proprietary Data and Personal Information, 

transmitted by means of any of the foregoing, including, without limitation, market 

data, the “Proprietary Information”). Each Participant on behalf of itself and each 

of its Affiliates, Authorized Users and other Persons affiliated with any of the 
108

foregoing, further acknowledges and agrees that the Proprietary Information is the

exclusive, valuable and confidential property of LedgerX LLC. Each Participant 

acknowledges and agrees that it shall not and shall not permit its Affiliates, 

Authorized Users and other Persons affiliated with any of the foregoing to reverse 

engineer, copy, bug fix, correct, update, transfer, reproduce, republish, broadcast, 

create derivative works based on or otherwise modify, in any manner, all or any 

part of the Company or the Proprietary Information. Each Participant further agrees 

to and to cause each of its Affiliates, Authorized Users and other Persons affiliated 

with any of the foregoing to keep the Proprietary Information confidential and not 

to transfer, rent, lease, copy, loan, sell or distribute, directly or indirectly, all or any 

portion of the Company or any Proprietary Information.

B. Subject to the provisions of this Rule 11.3, each Participant on behalf of itself and 

each of its Affiliates, Authorized Users, and other Persons affiliated with any of the 

foregoing hereby acknowledges and agrees that LedgerX LLC is the owner of all 

rights, title and interest in and to all intellectual property and other proprietary rights 

(including all copyright, patent, trademark or trade secret rights) in market data, 

and all derivative works based thereon, and further agree not to distribute, create 

derivative works based on, or otherwise use or commercially exploit market data 

and any such derivative works, provided that Participants, Affiliates, Authorized 

Users, and such other Persons may use market data for their own internal 

business purposes. Without limiting the generality of the foregoing, Participants, 

Affiliates, Authorized Users, and other Persons affiliated with any of the foregoing 

may not distribute, sell or retransmit market data exchange to any third party.

C. Notwithstanding any other provision of this Rule 11.3, each Participant and 

Authorized User retains such rights as it may enjoy under applicable law with 

respect to market data solely in the form such market data was submitted to the 

Company by such Participant or Authorized User.

D. Transaction Data shall not be disclosed publicly other than on an aggregated or 

anonymous basis, or in a manner that does not directly or indirectly identify any 

market participant who has submitted such data.

E. LedgerX LLC shall not condition access to the Company upon a Participant’s 

consent to the use of Proprietary Data and Personal Information for business or 

marketing purposes. Proprietary Data and Personal Information may not be used 
109

by the Company for business and marketing purposes unless the market 

participant has clearly consented to the use of Proprietary Data and Personal 

Information in such manner. LedgerX LLC, where necessary, for regulatory 

purposes, may share Proprietary Data and Personal Information with one or more 

Designated Contract Markets or Swap Execution Facilities. Nothing in this Rule 

shall preclude LedgerX LLC from disclosing Proprietary Data and Personal 

Information: (1) as required by Applicable Law or legal process; (2) as the 

Company may deem necessary or appropriate in connection with any litigation 

affecting the Company; (3) to any Company Representative authorized to receive 

such information within the scope of his or her duties; (4) to a third party performing 

regulatory or operational services for the Company, provided that such party has 

executed a confidentiality and non-disclosure agreement in a form approved by 

the Company; (5) to a duly authorized representative of the CFTC lawfully 

requesting Proprietary Data and Personal Information; (6) in a manner in which a 

market participant consents to such disclosure; (7) pursuant to the terms of an 

information-sharing agreement; or (8) as permitted by CFTC Regulations.

Rule 11.4 Signatures

Rather than rely on an original signature, the Company may elect to rely on a signature that is 

transmitted, recorded or stored by any electronic, optical, or similar means (including but not 

limited to telecopy, imaging, photocopying, electronic mail, electronic data interchange, telegram, 

or telex) as if it were (and the signature shall be considered and have the same effect as) a valid 

and binding original.

Rule 11.5 Governing Law

The Rules, and the rights and Obligations of the Company and Participants under the Rules, shall 

be governed by, and construed in accordance with, the laws of the State of New York without 

regard to any provisions of New York law that would apply the substantive law of a different 

jurisdiction. The State of New York is the “securities intermediary’s jurisdiction” within the meaning 

of Section 8-110(e) of the UCC for all purposes of the UCC. 

Rule 11.6 Legal Proceedings

A. Any action, suit or proceeding against the Company, its Officers, Directors, limited 

liability company members, employees, agents, or any member of any committee 

must be brought within one year from the time that a cause of action has accrued. 
110

Any such action, suit or proceeding shall be brought in the State or Federal courts 

located within the City of New York, New York. Each Participant and Authorized 

User expressly consents to the jurisdiction of any such court, waives any objection 

to venue therein, and waives any right it may have to a trial by jury.

B. In the event that a Participant or Authorized User or an Affiliate of such Person 

who fails to prevail in a lawsuit or other legal proceeding instituted by such 

Participant or such Affiliate against (i) the Company or (ii) any Affiliate of the 

Company or any of its respective officers, directors, equity holders, employees, 

agents, or any member of any committee, and related to the business of the 

Company, such Participant or Authorized User shall pay to the Company all 

reasonable costs and expenses, including attorneys’ fees, incurred by the 

Company in the defense of such proceeding. This Rule 11.7 shall not apply to 

Company disciplinary actions, appeals thereof, or an instance in which the Board 

has granted a waiver of the provisions hereof.

C. The Company will provide to the Commission copies of documents pertaining to

Company-related pending legal proceedings as required under CFTC Regulation 

1.60.

Rule 11.7 LIMITATION OF LIABILITY; NO WARRANTIES

A. EXCEPT AS OTHERWISE SET FORTH IN THE RULES, OR DUE TO COMPANY 

OBLIGATIONS ARISING FROM THE ACT OR CFTC REGULATIONS, 

INCLUDING PARTS 38 AND 39 OF THE CFTC REGULATIONS, OR 

OTHERWISE UNDER APPLICABLE LAW, NEITHER THE COMPANY NOR ANY 

OF ITS COMPANY REPRESENTATIVES, AFFILIATES OR AFFILIATES’ 

REPRESENTATIVES SHALL BE LIABLE TO ANY PERSON, OR ANY PARTNER, 

DIRECTOR, OFFICER, AGENT, EMPLOYEE, AUTHORIZED USER OR 

AUTHORIZED REPRESENTATIVE THEREOF, FOR ANY LOSS, DAMAGE, 

INJURY, DELAY, COST, EXPENSE, OR OTHER LIABILITY OR CLAIM, 

WHETHER IN CONTRACT, TORT OR RESTITUTION, OR UNDER ANY OTHER 

CAUSE OF ACTION, SUFFERED BY OR MADE AGAINST THEM AS A RESULT

OF THEIR USE OF SOME OR ALL OF THE PLATFORM AND BY MAKING USE 

OF THE PLATFORM, SUCH PERSONS EXPRESSLY AGREE TO ACCEPT ALL 

LIABILITY ARISING FROM THEIR USE OF SAME.
111

B. EXCEPT AS OTHERWISE SET FORTH IN THESE RULES OR DUE TO 

COMPANY OBLIGATIONS ARISING FROM THE ACT OR CFTC 

REGULATIONS, INCLUDING PARTS 38 AND 39 OF THE CFTC REGULATIONS, 

OR OTHERWISE UNDER APPLICABLE LAW, NEITHER THE COMPANY NOR 

ANY OF ITS COMPANY REPRESENTATIVES, AFFILIATES OR AFFILIATES’ 

REPRESENTATIVES SHALL BE LIABLE TO ANY PERSON, OR ANY PARTNER, 

DIRECTOR, OFFICER, AGENT, EMPLOYEE, AUTHORIZED USER OR 

AUTHORIZED REPRESENTATIVE THEREOF, FOR ANY LOSS, DAMAGE, 

INJURY, DELAY, COST, EXPENSE, OR OTHER LIABILITY OR CLAIM, 

WHETHER IN CONTRACT, TORT OR RESTITUTION, OR UNDER ANY OTHER 

CAUSE OF ACTION, SUFFERED BY OR MADE AGAINST THEM, ARISING 

FROM (A) ANY FAILURE OR NON-AVAILABILITY OF THE PLATFORM; (B) ANY 

ACT OR OMISSION ON THE PART OF THE COMPANY, COMPANY 

REPRESENTATIVES, AFFILIATES OR AFFILIATES’ REPRESENTATIVES 

INCLUDING WITHOUT LIMITATION A DECISION OF THE COMPANY TO 

SUSPEND, HALT, OR TERMINATE TRADING OR TO VOID, NULLIFY OR 

CANCEL ORDERS OR TRADES IN WHOLE OR IN PART; (C) ANY ERRORS OR 

INACCURACIES IN INFORMATION PROVIDED BY THE COMPANY, 

AFFILIATES OR THE PLATFORM; (D) UNAUTHORIZED ACCESS TO OR 

UNAUTHORIZED USE OF THE PLATFORM BY ANY PERSON; (E) ANY FORCE 

MAJEURE EVENT, INCLUDING, BUT NOT LIMITED TO, THE UNAVAILABILITY 

OF THE BLOCKCHAIN AS REASONABLY DETERMINED BY THE COMPANY, 

AFFECTING THE COMPANY OR A COMPANY CONTRACT; OR (F) ANY LOSS 

TO ANY PARTICIPANT RESULTING FROM A PARTICIPANT’S OWN 

SECURITY OR THE INTEGRITY OF A PARTICIPANT’S TECHNOLOGY OR 

TECHNOLOGY SYSTEMS. THIS LIMITATION OF LIABILITY WILL APPLY 

REGARDLESS OF WHETHER OR NOT THE COMPANY, ANY COMPANY 

REPRESENTATIVES, ANY COMPANY AFFILIATES OR AFFILIATES’ 

REPRESENTATIVES (OR ANY DESIGNEE THEREOF) WAS ADVISED OF OR 

OTHERWISE MIGHT HAVE ANTICIPATED THE POSSIBILITY OF SUCH 

DAMAGES.

C. A PERSON’S USE OF THE PLATFORM, COMPANY PROPERTY AND ANY 

OTHER INFORMATION AND MATERIALS PROVIDED BY THE COMPANY IS 

AT THE PERSON’S OWN RISK, AND THE PLATFORM, THE COMPANY 
112

PROPERTY AND ANY OTHER INFORMATION AND MATERIALS PROVIDED 

BY THE COMPANY HEREUNDER ARE PROVIDED ON AN “AS IS” AND “AS 

AVAILABLE” BASIS, WITHOUT WARRANTIES OR REPRESENTATIONS OF 

ANY KIND, EXPRESS OR IMPLIED, BY STATUTE, COMMON LAW OR 

OTHERWISE, INCLUDING ALL IMPLIED WARRANTIES OF 

MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT, AND ANY WARRANTIES ARISING FROM A COURSE OF 

DEALING, USAGE OR TRADE PRACTICE. THE COMPANY DOES NOT 

GUARANTEE THAT (A) THE COMPANY PROPERTY OR THE PLATFORM WILL 

OPERATE IN AN ERROR-FREE, SECURE OR UNINTERRUPTED MANNER; (B) 

ANY INFORMATION OR MATERIALS PROVIDED BY THE COMPANY OR 

ACCESSIBLE THROUGH THE COMPANY PROPERTY OR THE PLATFORM 

WILL BE ACCURATE, COMPLETE, RELIABLE, OR TIMELY; OR (C) THE 

COMPANY PROPERTY OR ANY ASPECTS OF THE PLATFORM WILL BE 

FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. THE 

COMPANY SHALL HAVE NO LIABILITY FOR THE CREDITWORTHINESS OF 

ANY PERSON OR FOR THE ACTS OR OMISSIONS OF ANY PERSON 

UTILIZING THE PLATFORM OR ANY ASPECT OF THE COMPANY OR 

PLATFORM. A PERSON ACCESSING THE COMPANY IS SOLELY 

RESPONSIBLE FOR THE SECURITY AND INTEGRITY OF THE PERSON’S 

TECHNOLOGY. A PERSON’S ACCESS TO THE COMPANY MAY BE 

INTERNET-BASED AND THE COMPANY HAS NO CONTROL OVER THE 

INTERNET OR A PERSON’S CONNECTIONS THERETO. ANY PERSON 

ACCESSING THE COMPANY ACKNOWLEDGES THAT THE INTERNET, 

COMPUTER NETWORKS, AND COMMUNICATIONS LINKS AND DEVICES 

NECESSARY TO ENABLE A PERSON TO ACCESS AND USE THE PLATFORM 

ARE INHERENTLY INSECURE AND VULNERABLE TO ATTEMPTS AT 

UNAUTHORIZED ENTRY AND THAT NO FORM OF PROTECTION CAN 

ENSURE THAT A PARTICIPANT’S DATA, HARDWARE, OR SOFTWARE OR 

THE PLATFORM OR OTHER COMPANY PROPERTY WILL BE FULLY 

SECURE. FURTHERMORE, THE COMPANY SHALL HAVE NO OBLIGATION 

TO MONITOR OR VERIFY ANY INFORMATION DISPLAYED THROUGH THE 

PLATFORM.
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D. A PARTICIPANT THAT DEPOSITS COLLATERAL FOR ITS BENEFIT WITH THE 

COMPANY PURSUANT TO THESE RULES SHALL HOLD THE COMPANY 

HARMLESS FROM ALL LIABILITY, LOSSES AND DAMAGES WHICH MAY 

RESULT FROM OR ARISE WITH RESPECT TO THE CARE AND SALE OF 

SUCH COLLATERAL PROVIDED THAT THE COMPANY HAS ACTED 

REASONABLY AND IN ACCORDANCE WITH APPLICABLE LAW UNDER THE 

CIRCUMSTANCES. FURTHERMORE, THE COMPANY HAS NO 

RESPONSIBILITY FOR ANY ACT OR OMISSION OF ANY THIRD PARTY 

SERVICE PROVIDER THAT THE COMPANY HAS CHOSEN WITH 

REASONABLE CARE. THE COMPANY HAS NO RESPONSIBILITY OR 

LIABILITY FOR ANY LOSS OF COLLATERAL THAT RESULTS, DIRECTLY OR 

INDIRECTLY, FROM A BREACH TO A PARTICIPANT’S SECURITY OR 

ELECTRONIC SYSTEMS, INCLUDING BUT NOT LIMITED TO CYBER 

ATTACKS, OR FROM A PARTICIPANT’S NEGLIGENCE WITH RESPECT TO A 

WALLET, ADDRESS OR THE RECEIPT OF COLLATERAL UPON THE 

REQUEST OF A WITHDRAWAL, OR FROM A PARTICIPANT’S DEPOSIT, 

MISTAKE, ERROR, NEGLIGENCE, OR MISCONDUCT WITH RESPECT TO 

ANY COLLATERAL TRANSFERS A PARTICIPANT MAKES OR ATTEMPTS TO 

MAKE TO THE COMPANY. 

E. NO PARTICIPANT, AUTHORIZED USER, AUTHORIZED REPRESENTATIVE 

OR ANY OTHER PERSON SHALL BE ENTITLED TO COMMENCE OR CARRY 

ON ANY PROCEEDING AGAINST THE COMPANY, ANY OF ITS COMPANY 

REPRESENTATIVES, AFFILIATES OR AFFILIATES’ REPRESENTATIVES, IN 

RESPECT OF ANY ACT, OMISSION, PENALTY OR REMEDY IMPOSED 

PURSUANT TO THE RULES OF THE COMPANY. THIS SECTION SHALL NOT 

RESTRICT THE RIGHT OF SUCH PERSONS TO APPLY FOR A REVIEW OF A 

DIRECTION, ORDER OR DECISION OF THE COMPANY BY A COMPETENT 

REGULATORY AUTHORITY.

F. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IN NO EVENT 

SHALL THE COMPANY OR ANY OF ITS COMPANY REPRESENTATIVES, 

AFFILIATES OR AFFILIATES’ REPRESENTATIVES BE LIABLE FOR ANY 

INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL 

DAMAGES (WHETHER OR NOT THE COMPANY OR ANY SUCH PERSON HAD 
114

BEEN INFORMED OR NOTIFIED OR WAS AWARE OF THE POSSIBILITY OF 

SUCH DAMAGES).

G. ANY CLAIM FOR REDRESS OR DAMAGES HEREUNDER SHALL BE FILED IN 

A COURT OF COMPETENT JURISDICTION WITHIN ONE YEAR OF THE DATE 

ON WHICH SUCH CLAIM ALLEGEDLY AROSE. FAILURE TO INSTITUTE 

LITIGATION WITHIN SUCH TIME PERIOD SHALL BE DEEMED TO BE A 

WAIVER OF SUCH CLAIM AND THE CLAIM SHALL BE OF NO FURTHER 

FORCE OR EFFECT. THE ALLOCATIONS OF LIABILITY IN THIS RULE 11.7

REPRESENT THE AGREED AND BARGAINED FOR UNDERSTANDING OF 

THE PARTIES, AND EACH PARTY ACKNOWLEDGES THAT THE OTHER 

PARTY’S RIGHTS AND OBLIGATIONS HEREUNDER REFLECT SUCH 

ALLOCATIONS. THE PARTIES AGREE THAT THEY WILL NOT ALLEGE THAT 

THIS REMEDY FAILS ITS ESSENTIAL PURPOSE.

H. THE LIMITATIONS ON LIABILITY IN THIS RULE 11.7 SHALL NOT PROTECT 

ANY PARTY FOR WHICH THERE HAS BEEN A FINAL DETERMINATION 

(INCLUDING EXHAUSTION OF ANY APPEALS) BY A COURT OR 

ARBITRATOR TO HAVE ENGAGED IN WILLFUL OR WANTON MISCONDUCT 

OR FRAUD. ADDITIONALLY, THE FOREGOING LIMITATIONS ON LIABILITY 

OF THIS RULE SHALL BE SUBJECT TO THE CEA AND THE REGULATIONS 

PROMULGATED THEREUNDER, EACH AS IN EFFECT FROM TIME TO TIME.

Rule 11.8 Error Trade Policy

The Company shall have the discretion to delete Orders, adjust prices, cancel trades or suspend 

the market in the interest of maintaining a fair and orderly market, in accordance with this Rule 

11.8.

A. In normal circumstances, the Company will only adjust prices or cancel trades on 

the basis that the price traded is not representative of market value. The 

Company will make the final decision on whether a trade price is adjusted, or a 

trade is cancelled or is allowed to stand. In determining whether a trade has 

taken place at an unrepresentative price, certain factors will be taken into 

account. They may include, but not be limited to:

1. price movements in other expiration months of the same Company 

Contract;
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2. current market conditions, including levels of activity and volatility;

3. time period between different quotes and between quoted and traded 

prices;

4. information regarding price movement in related contracts, the release of 

economic data or other relevant news just before or during electronic 

Trading Hours, as applicable;

5. manifest error;

6. whether there is any indication that the trade in question triggered stops or 

resulted in the execution of spread trades;

7. whether another market user or client relied on the price; 

8. whether a transaction cancellation or price adjustment will adversely impact 

market integrity, facilitate market manipulation or other illegitimate activity, 

or otherwise violate applicable rules or regulations; 

9. whether any Participants to the trade in question request that any action be 

taken; and

10. any other factor which the Company, in its sole discretion, may deem 

relevant.

B. The Company, when applicable, may establish price and/or volume reasonability 

levels (“Reasonability Levels”) within the system for each Company Contract. The 

Company may also establish alert levels (“Alert Levels”) as applicable, beyond 

which the Company will send an alert (“Alert”) to the relevant Participants via the 

Participant Portal or API. These Reasonability Levels and Alert Levels necessarily 

are flexible to take account of prevailing market conditions. The Company 

incorporates Reasonability Levels in determining Alert Levels for issuing Alerts for 

items such as “fat finger” type errors. Reasonability Levels and Alert Levels are set 

by the Company and may be varied from time to time according to market 

conditions. The Company will notify Participants of any modifications to the 

Reasonability Levels. Upon receipt of any Alert, Participant can choose whether or 

not to proceed with entry and execution of the applicable Order. If the applicable 

Participants approve the volume and/or price following receipt of the Alert, the 

Company will attempt to execute the Order and the trade will be finalized.
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C. Any trade executed at a price outside of the No Cancellation Range (as defined 

below), if identified to the Company within the designated time period, may be 

considered an alleged error trade.

D. The Reasonability Levels applicable to each Company Contract will be listed on 

the Company’s website. 

E. Any trade which is alleged to be an error trade and subsequently is cancelled due 

to the determination that it has been executed at an unrepresentative price may 

be investigated by the Company.

F. There is a defined “no cancellation range” (“No Cancellation Range”) for each 

Company Contract. Trades executed within this price range will not be cancelled 

or price adjusted. A component of market integrity is the assurance that once 

executed, except in exceptional circumstances, a trade will stand and not be 

subject to cancellation or price adjustment. Any trades that do not have an adverse 

effect on the market should not be able to be cancelled or price adjusted, even if 

executed in error.

G. In applying the No Cancellation Range, the Company shall determine the fair 

market price for the Company Contract. The Company may consider any relevant 

information including, but not limited to, the bid, the ask, the bid size, the ask size, 

and the spot price.

H. The No Cancellation Range will be determined per Company Contract and will be 

available on the Company’s website.

I. If a trade takes place within the No Cancellation Range and is alleged to be an 

error, the trade will not be cancelled.

J. Trades executed outside of the No Cancellation Range may be reported to or 

considered by the Company as an error.

K. Market users have ten (10) minutes from the time of the original trade in which to 

allege a trade has been executed in error.

L. The Company will notify the market immediately through its website that an error 

has been alleged, giving details of the trade, including Company Contract month, 

price and volume. The Company also will notify the Participants involved via email. The Company will then notify all Participants through a Participant Notice 
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whether the price is adjusted or the trade is cancelled or stands. The Company will 

then contact those parties involved in the trade to explain the Company’s decision.

M. In order to assist the Company in determining whether the trade alleged to be an 

error has taken place at an unrepresentative price, the Company may 

contact/consult Participants and other market Participants. The Company will not 

disclose to the parties to the alleged error trade the identity of their counterparty. 

In addition, the identities of the counterparties to the alleged error trade will not be 

disclosed to any Participant or other Person the Company may consult with. The 

Company will take into account a variety of market factors in its determination. 

Each error situation will be assessed on its individual circumstances.

N. If the Company determines that a trade price is outside the No Cancellation Range 

for a Company Contract, the trade price may be adjusted to a price that equals the 

fair value market price for that Company Contract at the time the trade under 

review occurred. The Company may consult and obtain the consent of the parties 

to the price adjustment or may determine a price adjustment is appropriate 

regardless of any party’s consent or lack thereof. The Company, at its discretion, 

may allow the trades to stand or cancel the trades rather than adjusting the price. 

The decision of the Company is final.

O. If the Company determines that the price differential of a spread trade is not 

representative of the market for that spread trade at the time of execution, then the 

differential of such spread trade may be adjusted to the price differential for that 

spread trade at the time the trade under review occurred. The Company, at its 

discretion, may allow the trades to stand or cancel the trades rather than adjusting 

the price differential. The decision of the Company is final.

P. The Company will make every attempt to ensure that a decision on whether an 

alleged error trade will have its price adjusted, will stand or be cancelled will be 

communicated to the market as soon as reasonably possible after the time of the 

original trade.

Q. The Company has the unilateral right to cancel any Order, adjust the price of a 

trade and cancel any trade which it considers to be at an unrepresentative price, 

even where there has been no referral or request from a Participant or other 

Person, in the interest of maintaining a fair and orderly market. The Company aims 
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to exercise this right within thirty (30) minutes after the trade has been identified. 

The Company also reserves its right to cancel any Order, adjust the price of a trade 

and cancel any trade due to any market disrupting event caused by (i) an error in 

Orders submitted to the Platform or (ii) a technology failure or system malfunction, 

even where there has been no referral or request from a Participant or other 

Person, in the interest of maintaining a fair and orderly market and aims to exercise 

this right within thirty (30) minutes after the system or technology failure has been 

identified. The Company reserves its right to consider each alleged error trade 

situation on its individual merits and may therefore amend these policies in light of 

the circumstances of each individual case. The decision of the Company is final.

R. Cancelled trades and prices that have been adjusted will be noted as such in the 

Company’s official record of time and sales. A special marker will indicate trades 

that have been priced adjusted in the official record of time and sales at the 

adjusted trade price.

S. NEITHER THE COMPANY NOR ANY OF ITS REPRESENTATIVES, ITS 

AFFILIATES OR ITS AFFILIATES’ REPRESENTATIVES SHALL BE LIABLE TO 

ANY PERSON, OR ANY PARTNER, DIRECTOR, OFFICER, AGENT, 

EMPLOYEE, AUTHORIZED USER OR AUTHORIZED REPRESENTATIVE 

THEREOF, FOR ANY LOSS, DAMAGE, INJURY, DELAY, COST, EXPENSE, OR 

OTHER LIABILITY OR CLAIM, WHETHER IN CONTRACT, TORT OR 

RESTITUTION, OR UNDER ANY OTHER CAUSE OF ACTION, SUFFERED BY 

OR MADE AGAINST THEM ARISING FROM ANY ACT OR OMISSION ON THE 

PART OF THE COMPANY, ITS REPRESENTATIVES, ITS AFFILIATES OR ITS 

AFFILIATES’ REPRESENTATIVES RELATING TO ANY DECISION BY THE 

COMPANY TO, OR TO NOT, VOID, NULLIFY OR CANCEL ORDERS OR 

TRADES OR ADJUST THE PRICES OF ANY TRADES IN WHOLE OR IN PART. 

THIS LIMITATION OF LIABILITY WILL APPLY REGARDLESS OF WHETHER 

OR NOT THE COMPANY, ITS REPRESENTATIVES, ITS AFFILIATES OR ITS 

AFFILIATES’ REPRESENTATIVES (OR ANY DESIGNEE THEREOF) WERE 

ADVISED OF OR OTHERWISE MIGHT HAVE ANTICIPATED THE POSSIBILITY 

OF SUCH DAMAGES.
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Rule 11.9 Company Contacts

All requests to cancel Orders or trades must be directed to the Company via the Participant Portal 

or the Company telephone number posted on the website. Any such request for the removal of 

Orders will be acted upon on a best-efforts basis by the relevant Company Personnel.

Rule 11.10 Reasonability Levels

The Error Trade Policy includes Reasonability Levels and No Cancellation Ranges for all 

Company Contracts on the Platform.

A. Benchmark:

1. If there exists a last price in the applicable Company Contract in the last 48 

hours, then such price will be used as the benchmark; or

2. If there exists no last price but there is a bid AND an ask in the last 48 

hours, then the Company will use the midpoint of the most recent bid & 

most recent ask as the benchmark.

B. Reasonability Levels:

1. If Benchmark 1 or 2 is applicable, then the Reasonability Level = 50% of 

the Benchmark; or

a. If neither Benchmark 1 nor 2 apply, then there will be no alerts 

generated for this Company Contract and error trades are subject 

to the No Cancellation Range and Company discretion with respect 

to adjusting or cancelling trades.

Rule 11.11 No Cancellation Ranges

A. Benchmark:

1. If there exists a last price in the applicable Company Contract in the last 48 

hours, then such price will be used as the benchmark; or

2. If there exists no last price but there is a bid AND an ask in the last 48 

hours, then the Company will use the midpoint of the most recent bid and 

most recent ask as the benchmark.

B. No Cancellation Range:
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1. If Benchmark 1 or 2 is applicable, then the No Cancellation Range = 20% 

of the Benchmark; or

2. If neither Benchmark 1 nor 2 apply, then there is not a No Cancellation 

Range for that Company Contract at that time and the Company will 

evaluate each error alleged error trade situation on its individual merits and 

the facts and circumstances of each individual case.

Rule 11.12 Amendments to the Rules

These Rules may be amended or repealed, or new Rules may be adopted. An amendment to a 

Rule, repeal of a Rule or adoption of a new Rule shall be effective on a date set forth by the 

Company, and set forth in a Participant Notice and on the Website.

Rule 11.13 Transfer of Trades

A. The Chief Compliance Officer or his or her designee may, upon request by the 

Participant(s), approve a transfer of existing trades and collateral either on the 

books of the same Participant, or from the books of one Participant to the books 

of another Participant if the transfer is (i) between accounts with identical 

beneficial ownership or (ii) in connection with, or as a result of, an asset 

purchase, corporate restructuring, consolidation or similar non-recurring 

transaction between two or more entities. Such a transfer must meet each of the 

following conditions:

1. The transfer must result in the transfer of all existing open positions and 

collateral in the transferor account;

2. Immediately prior to the transfer, the transferee account must not have any 

existing open positions or collateral; and

3. All trades involved in the transfer must remain fully collateralized upon 

completion of the transfer.

B. Provided that the transfer is permitted pursuant to paragraph (A) above, the 

transactions must be recorded and carried on the books of the receiving Participant 

at the original trade dates with the original trade prices.

C. All transfers shall be reported to the Company in a form acceptable to the Company 

for the type of transactions involved. The Participant(s) involved shall maintain a 

full and complete record of all transactions together with all pertinent memoranda.
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Rule 11.14 Digital Currency Fork Policy

At some point in the future, there may be a change, or anticipated change, to the relevant 

operating rules, protocols, processes, or standards applicable to a Digital Currency underlying a 

Company Contract, including without limitation a hard fork, a user activated soft fork, or other 

events resulting in a split, division, alteration, conversion, replacement, of substitution of a 

Digital Currency into another form, a restriction on the transfer of the Digital Currency (such as a 

lockup or freeze), or a distribution of another asset to existing holders of the Digital Currency 

(such as an airdrop). Such an event may result in the creation of an asset that is subject to the 

Securities Act of 1933, as amended, and is subject to the jurisdiction of the U.S. Securities and 

Exchange Commission

In the event of such change, or anticipated change, LedgerX shall have the sole discretion to 

take such action, including (without limitation) emergency action under Rule 2.12, that it deems 

appropriate. Such action may include (without limitation) revising delivery obligations under the 

Company Contract (such as providing for the delivery of one or more assets resulting from such 

an event), revising other terms of the Company Contract, determining who should receive a 

newly created digital assets, assigning newly listed Company Contracts to Participants whose 

positions have been, or are anticipated to be affected, or refusing to transfer a newly created 

asset that is or may be subject to the Securities Act of 1933 or the jurisdiction of the U.S. 

Securities and Exchange Commission. LedgerX shall endeavor to provide reasonable notice to 

market participants and take action in consultation with market participants, where reasonably 

possible and appropriate, and shall endeavor to align the exposures of Participants holding 

positions in open Company Contracts with exposures in the spot market.

CHAPTER 12 Company Contract Specifications

Rule 12.1 USD/BTC Options

A. Contract Description. Generally speaking, an option is an agreement that grants the 

option purchaser, in exchange for a premium, the right, but not the obligation, to purchase 

from (in the case of a call option) or to sell to (in the case of a put option) the option writer, 

at a specified exercise or “strike” price, and at specified time(s) or within a specified period, 

a specified underlying interest. This Rule 12.1 pertains to options on bitcoin (as described 

further herein) (the “USDBTC Options”) and contains general terms and conditions. 

Participants may enter into USDBTC Options as buyers or sellers of calls and/or puts.
122

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to USDBTC Options will be as 

stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Options will be United States dollars, 

expressed as dollars and cents per bitcoin.

E. Underlying. The USDBTC Option underlying will be bitcoin (sometimes referred to as 

“BTC”).

F. Contract Size. Each USDBTC Option contract size will be one bitcoin.

G. Position Limits. No person will own or control positions in excess of:

a. 100,000 USDBTC Options net long or net short in any single Company Contract 

month; or

b. 250,000 USDBTC Option net long or net short in all Company Contract months 

combined.

H. Collateral. All Company Contracts will be fully collateralized. Each Participant must post 

the maximum potential loss on a USDBTC Option prior to executing a USDBTC Option.

I. Option Conventions.

a. Traded Price. The traded price on the Trade Date.

b. Strike Price. As of any Trade Date, (i) a range of approximately 15% up and 15% 

down from the approximate prevailing spot market price as of such date, with 

increments of $100.00, (ii) a smaller number of additional strikes in increments 

ranging from $250.00 to $1000.00 for prices between 20% and 300% of the 

approximate prevailing spot market price as of such date, and (iii) any previouslylisted strikes with remaining open interest, in each case as may be determined and 

listed from time to time by the Company in its sole discretion.
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c. Daily Settlement Price. None. Because all Company Contracts are fully 

collateralized and physically settled, it is not necessary for the Company to publish 

a settlement price. Each Participant determines whether the intrinsic value of the 

underlying is greater than the relevant Strike Price as of the Last Trading Date and 

makes a corresponding decision as to exercise.

d. Business Day Convention. Previous.

e. Exercise Type. European.

f. Contract Series. Consecutive months up to and including 60 months from the 

month including the Trade Date, or as otherwise determined and listed from time 

to time by the Company in its sole discretion.

g. Last Trading Date. The last Friday of each USDBTC Option month.

h. Expiration Time. With respect to any USDBTC Option, 4:00pm New York time on 

the Last Trading Date applicable thereto.

i. Settlement. Physical delivery upon exercise. With respect to any USDBTC 

Option, physical delivery will occur on the Business Day next succeeding the Last 

Trading Day in respect of such Company Contract.

j. Final Payment Date. With respect to any USDBTC Option, the Business Day next 

succeeding the Last Trading Day in respect of such Company Contract.

J. Exercise. On the Last Trading Date, Participants submit or update exercise instructions 

for any long USDBTC Option positions. All exercise instructions are processed on the Last 

Trading Date not earlier than 5:00pm.

Because the Company does not publish a settlement price, there is no provision for 

automatic exercise of Company Contracts.

K. Block Trading. Each USDBTC Option Block Trade must be effectuated in accordance 

with Rule 5.7. The minimum block size for the USDBTC Option is equal to the contract 

size set forth in Section F above. All parties to a USDBTC Option Block Trade must be 

Eligible Contract Participants.

Rule 12.2 Day-Ahead USD/BTC Swaps

A. Contract Description. The term “swap” is a generic one that covers many types of 

instruments, including (among other things) any agreement, contract or transaction that is 
124

for the purchase or sale of any one or more currencies or commodities. This Rule 12.2 

pertains to swaps on bitcoin (as described further herein) (the “Day-ahead Swaps”) and 

contains general terms and conditions. A Participant may enter into a Day-ahead Swap 

as a buyer, whereby such Participant will pay USD and receive BTC, or as a seller, 

whereby such Participant will pay BTC and receive USD. The Day-ahead Swap requires 

that a buyer pay USD on the Initial Payment Date, and that the seller pay BTC on the Final 

Payment Date.

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the Day-ahead Swap will be as 

stated in Rule 5.6 above.

D. Currency. The currency applicable to Day-ahead Swaps will be United States dollars, 

which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to Day-ahead Swaps will be bitcoin (sometimes 

referred to as “BTC”).

F. Contract Size. Each Day-ahead Swap will be for a single Underlying (i.e., one bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 100,000 Day-ahead Swaps.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company will 

accept a buy order for one or more Day-ahead Swaps from a Participant, such Participant 

must have sufficient USD available for trading in its account to satisfy its settlement 

obligations on such Company Contract(s). Before the Company will accept a sell order 

for one or more Day-ahead Swaps from a Participant, such Participant must have 

sufficient bitcoin available for trading in its account to satisfy its delivery obligations on 

such Company Contract(s).
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I. Swap Tenor. One Business Day. 

J. Swap Conventions.

a. Trade Date. With respect to any Day-ahead Swap, the date on which the 

Company, in its sole discretion, accepts a buy or sell order, as the case may be.

b. Effective Date. With respect to any Day-ahead Swap, the Trade Date applicable 

thereto.

c. Minimum Price Fluctuation. With respect to any Day-ahead Swap, $0.25.

d. Initial Payment Date. With respect to any Day-ahead Swap, the Trade Date 

applicable thereto. The buyer of a Day-ahead Swap will pay the bid amount of such

Company Contract on the Trade Date thereof.

e. Premium. With respect to any Day-ahead Swap, the Buyer thereof will pay the 

premium thereon on the Initial Payment Date. In the context of a Day-ahead Swap, 

the bid amount is equal to the Premium.

f. Final Payment Date. With respect to any Day-ahead Swap, the Business Day next 

succeeding the Trade Date applicable thereto.

g. Expiration Time. With respect to any Day-ahead Swap, 4:00pm New York time 

(EDT/EST) on the Trade Date applicable thereto.

h. Business Day Convention. Previous.

i. Settlement. Physical delivery. With respect to any Day-ahead Swap, physical 

delivery will occur on the Final Payment Date applicable thereto.

K. Block Trading. Each Day-ahead Swap Block Trade must be effectuated in accordance 

with Rule 5.7. The minimum block size for the Day-ahead Swap is equal to the contract 

size set forth in Section F above. All parties to a Day-ahead Swap Block Trade must be 

Eligible Contract Participants.

Rule 12.3 USD/BTC Weekly Options

A. Contract Description. Generally speaking, an option is an agreement that grants the 

option purchaser, in exchange for a premium, the right, but not the obligation, to purchase 

from (in the case of a call option) or to sell to (in the case of a put option) the option writer, 

at a specified exercise or “strike” price, and at specified time(s) or within a specified period, 

a specified underlying interest. This Rule 12.3 pertains to options on bitcoin (as described 
126

further herein) (the “USDBTC Weekly Options”) and contains general terms and 

conditions. Participants may enter into USDBTC Weekly Options as buyers or sellers of 

calls and/or puts.

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The Trading Hours that are applicable to the USDBTC Weekly Option 

will be as stated in Rule 5.6 above; provided, that, with respect to a USDBTC Weekly 

Option with any given tenor and/or strike, the Company may establish different Trading 

Hours by providing notice to participants on its Website and by Participant Notice.

D. Currency. The currency applicable to USDBTC Weekly Options will be United States 

dollars, expressed as dollars and cents per bitcoin.

E. Underlying. The USDBTC Weekly Option underlying will be bitcoin (sometimes referred 

to as “BTC”).

F. Contract Size. Each USDBTC Weekly Option will be one bitcoin.

G. Position Limits. No person will own or control positions in excess of:

a. 100,000 USDBTC Weekly Options net long or net short in any single Company 

Contract month; or

b. 250,000 USDBTC Weekly Options net long or net short in all Company Contract 

months combined.

H. Collateral. All Company Contracts will be fully collateralized. Each Participant must post 

the maximum potential loss on a USDBTC Weekly Option prior to executing a USDBTC 

Weekly Option.

I. Option Conventions.

a. Traded Price. The traded price on the Trade Date.
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b. Strike Price. As of any Trade Date, (i) a range of approximately 15% up and 15% 

down from the approximate prevailing spot market price as of such date, with 

increments of $100.00, (ii) a smaller number of additional strikes in increments 

ranging from $250.00 to $1000.00 for prices between 20% and 300% of the 

approximate prevailing spot market price as of such date, and (iii) any previouslylisted strikes with remaining open interest, in each case as may be determined and 

listed from time to time by the Company in its sole discretion.

c. Daily Settlement Price. None. Because all Company Contracts are fully 

collateralized and physically settled, it is not necessary for the Company to publish 

a settlement price. Each Participant determines whether the intrinsic value of the 

underlying is greater than the relevant Strike Price as of the Last Trading Date and 

makes a corresponding decision as to exercise.

d. Business Day Convention. Previous.

e. Exercise Type. European.

f. Contract Series. Consecutive weeks up to and including four weeks from the week 

including the Trade Date, or as otherwise determined and listed from time to time 

by the Company in its sole discretion.

g. Last Trading Date. Friday of each calendar week.

h. Last Trading Time. 4:00 pm ET on the Last Trading Date.

i. Settlement. Physical delivery upon exercise. With respect to any USDBTC Weekly 

Option, physical delivery will occur on the Business Day next succeeding the Last 

Trading Day in respect of such Company Contract.

j. Final Payment Date. With respect to any USDBTC Weekly Option, the Business 

Day next succeeding the Last Trading Day in respect of such Company Contract.

J. Exercise. On the Last Trading Date, Participants submit or update exercise instructions 

for any long USDBTC Weekly Option positions. All exercise instructions are processed on 

the Last Trading Date not earlier than 5:00pm ET.

Because the Company does not publish a settlement price, there is no provision for 

automatic exercise of Company Contracts.

K. Block Trading. Each USDBTC Weekly Option Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Weekly Option is 
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equal to the contract size set forth in Section F above. All parties to a USDBTC Weekly 

Option Block Trade must be Eligible Contract Participants.

Rule 12.4 Day-Ahead USD/BTC Options

A. Contract Description. Generally speaking, an option is an agreement that grants the 

option purchaser, in exchange for a premium, the right, but not the obligation, to purchase 

from (in the case of a call option) or to sell to (in the case of a put option) the option writer, 

at a specified exercise or “strike” price, and at specified time(s) or within a specified period, 

a specified underlying interest. This Rule 12.4 pertains to options on bitcoin (as described 

further herein) (the “USDBTC Day-ahead Options”) and contains general terms and 

conditions. Participants may enter into USDBTC Day-ahead Options as buyers or sellers 

of calls and/or puts.

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The Trading Hours that are applicable to the USDBTC Day-ahead Option 

will be as stated in Rule 5.6 above; provided, that, with respect to a USBTC Day-ahead 

Option with any given tenor and/or strike, the Company may establish different Trading 

Hours by providing notice to participants on its Website and by Participant Notice.

D. Currency. The currency applicable to USDBTC Day-ahead Options will be United States 

dollars, expressed as dollars and cents per bitcoin.

E. Underlying. The USDBTC Day-ahead Option underlying will be bitcoin (sometimes 

referred to as “BTC”).

F. Contract Size. Each USDBTC Day-ahead Option will be one bitcoin.

G. Position Limits. No person will own or control positions in excess of: 100,000 USDBTC 

Day-ahead Options net long or net short.
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H. Collateral. All Company Contracts will be fully collateralized. Each Participant must post 

the maximum potential loss on a USDBTC Day-ahead Option prior to executing a 

USDBTC Day-ahead Option.

I. Option Conventions.

a. Traded Price. The traded price on the Trade Date.

b. Strike Price. As of any Trade Date, (i) a range of approximately 15% up and 15% 

down from the approximate prevailing spot market price as of such date, with 

increments of $50.00, (ii) a smaller number of additional strikes in increments 

ranging from $100.00 to $1000.00 for prices between 20% and 300% of the 

approximate prevailing spot market price as of such date, and (iii) any previouslylisted strikes with remaining open interest, in each case as may be determined and 

listed from time to time by the Company in its sole discretion.

c. Daily Settlement Price. None. Because all Company Contracts are fully 

collateralized and physically settled, it is not necessary for the Company to publish 

a settlement price. Each Participant determines whether the intrinsic value of the 

underlying is greater than the relevant Strike Price as of the Last Trading Date and 

makes a corresponding decision as to exercise.

d. Business Day Convention. Previous.

e. Exercise Type. European.

f. Last Trading Time. With respect to any USDBTC Day-ahead Option, 4:00pm New 

York time (EDT/EST) on the Trade Date applicable thereto.

g. Settlement. With respect to any USDBTC Day-ahead Option, physical delivery will 

occur on the Final Payment Date applicable thereto.

h. Final Payment Date. With respect to any USDBTC Day-ahead Option, the 

Business Day next succeeding the Trade Date applicable thereto. 

J. Exercise. On the Last Trading Date, Participants submit or update exercise instructions 

for any long USDBTC Day-ahead Option positions. All exercise instructions are processed 

on the Last Trading Date not earlier than 5:00pm ET. 

Because the Company does not publish a settlement price, there is no provision for 

automatic exercise of Company Contracts.
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K. Block Trading. Each USDBTC Day-ahead Option Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Day-ahead Option 

is equal to the contract size set forth in Section F above. All parties to a USDBTC Dayahead Option Block Trade must be Eligible Contract Participants.

Rule 12.5 BTC Block Height Options

A. Contract Description. This Rule 12.5 pertains to an options contract (as described 

further herein) (the “Block Height Options”) and contains general terms and conditions. 

The Block Height Options contract is a binary options contract on whether bitcoin has 

reached a particular Bitcoin Block Height (as defined below) before a specific date and 

time. A purchaser of a Block Height Options contract will receive the Payout Value (as 

defined below) if the bitcoin blockchain has reached the Bitcoin Block Height before the 

expiration of the contract. In contrast, the purchaser will not receive the Payout Value if 

the bitcoin blockchain has not reached the Bitcoin Block Height before the expiration of 

the contract.

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Bitcoin Block Height. The block number as part of the bitcoin blockchain. The Bitcoin 

Block Height shall be specified by the Company for the Company Contract.

D. Trading Hours. The trading hours that are applicable to the BTC Block Height Options 

will be as stated in Rule 5.6 above.

E. Currency. The currency applicable to BTC Block Height Options will be United States 

dollars, expressed as dollars and cents per bitcoin.

F. Underlying. The BTC Block Height Options underlying will be Bitcoin Block Height.

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 100,000 options.
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H. Collateral. All Company Contracts will be fully collateralized. Each Participant must post 

the maximum potential loss on a Company Contract prior to executing a Company 

Contract.

I. Expiration Date. The Expiration Date shall be the date specified by the Company for the 

Company Contract. 

J. Expiration Time. The Expiration Time shall be the time specified by the Company for the 

Company Contract. 

K. Settlement Date. The Settlement Date shall be the earlier of the date on which the Bitcoin 

Block Height is reached, or the Expiration Date.

L. Payout Criterion. If the Bitcoin Block Height has been reached prior to the Expiration 

Time on the Expiration Date, the Company Contract shall payout the Payout Value at such 

time that the Block Height has reached 6 confirmations. 

M. Payout Value. $100.00.

N. Block Trading. The BTC Block Height Option is not eligible for Block Trading.

Rule 12.6 Monthly USD/BTC Mini Options

A. Contract Description. Generally speaking, an option is an agreement that grants the 

option purchaser, in exchange for a premium, the right, but not the obligation, to purchase 

from (in the case of a call option) or to sell to (in the case of a put option) the option writer, 

at a specified exercise or “strike” price, and at specified time(s) or within a specified period, 

a specified underlying interest. This Rule 12.6 pertains to options on bitcoin (as described 

further herein) (the “USDBTC Monthly Mini Options”) and contains general terms and 

conditions. Participants may enter into USDBTC Monthly Mini Options as buyers or sellers 

of calls and/or puts.

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).
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C. Trading Hours. The trading hours that are applicable to the USDBTC Monthly Mini 

Options will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Monthly Mini Options will be United 

States dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to USDBTC Monthly Mini Options will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each USDBTC Monthly Mini Option will be for 1/100 Underlying (i.e., oneone hundredth bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 2,000,000 USDBTC Monthly Mini Options.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Monthly Mini Options from a Participant, 

such Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more USDBTC Monthly Mini Options from a Participant, such 

Participant must have sufficient bitcoin available for trading in its account to satisfy its 

delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Monthly Mini Option, the date on which 

the Company, in its sole discretion, accepts a buy or sell order, as the case may 

be.

b. Effective Date. With respect to any USDBTC Monthly Mini Option, the Trade Date 

applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Monthly Mini Option, 

$0.01.

d. Initial Payment Date. With respect to any USDBTC Monthly Mini Option, the Trade 

Date applicable thereto. The buyer of a USDBTC Monthly Mini Option will pay the 

bid amount of such Company Contract on the Trade Date thereof.

e. Premium. With respect to any USDBTC Monthly Mini Option, the Buyer thereof will 

pay the premium thereon on the Initial Payment Date. In the context of a USDBTC 

Monthly Mini Option, the bid amount is equal to the Premium.
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f. Last Trading Date. Friday of the calendar month, or as otherwise determined by 

the Company in its sole discretion.

g. Business Day Convention. Previous.

h. Final Payment Date. With respect to any USDBTC Monthly Mini Option, the 

Business Day next succeeding the Last Trading Date.

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Monthly Mini Option Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Monthly Mini Option 

is equal to 100 contracts. All parties to a USDBTC Monthly Mini Option Block Trade must 

be Eligible Contract Participants.

Rule 12.7 Day-Ahead USD/BTC Mini Swaps

A. Contract Description. The term “swap” is a generic one that covers many types of 

instruments, including (among other things) any agreement, contract or transaction that is 

for the purchase or sale of any one or more currencies or commodities. A Participant may 

enter into a Company Contract as a buyer, whereby such Participant will pay USD and 

receive BTC, or as a seller, whereby such Participant will pay BTC and receive USD. This 

Rule 12.7 pertains to swaps on bitcoin (as described further herein) (the “Day-ahead Mini 

Swaps”) and contains general terms and conditions. The Day-ahead Mini Swap requires 

that a buyer pay USD on the Initial Payment Date, and that the seller pay BTC on the Final 

Payment Date. 

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the USDBTC Day-ahead Mini 

Swap will be as stated in Rule 5.6 above.
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D. Currency. The currency applicable to USDBTC Day-ahead Mini Swap will be United 

States dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to USDBTC Day-ahead Mini Swaps will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each USDBTC Day-ahead Mini Swap will be for 1/100 Underlying (i.e., 

one-one hundredth bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 2,000,000 USDBTC Day-ahead Mini Swaps.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Day-ahead Mini Swaps from a 

Participant, such Participant must have sufficient USD available for trading in its account 

to satisfy its settlement obligations on such Company Contract(s). Before the Company 

DCM will accept a sell order for one or more USDBTC Day-ahead Mini Swaps from a 

Participant, such Participant must have sufficient bitcoin available for trading in its account 

to satisfy its delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Day-ahead Mini Swap, the date on 

which the Company, in its sole discretion, accepts a buy or sell order, as the case 

may be.

b. Effective Date. With respect to any USDBTC Day-ahead Mini Swap, the Trade 

Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Day-ahead Mini Swap, 

$0.01.

d. Initial Payment Date. With respect to any USDBTC Day-ahead Mini Swap, the 

Trade Date applicable thereto. The buyer of a USDBTC Day-ahead Mini Swap will 

pay the bid amount of such Company Contract on the Trade Date thereof.

e. Premium. With respect to any USDBTC Day-ahead Mini Swap, the Buyer thereof 

will pay the premium thereon on the Initial Payment Date. In the context of a 

USDBTC Day-ahead Mini Swap, the bid amount is equal to the Premium.

f. Last Trading Date. With respect to any Day-ahead Mini Swap, the Business Day 

next succeeding the Trade Date applicable thereto.
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g. Business Day Convention. Previous.

h. Final Payment Date. With respect to any USDBTC Day-ahead Mini Swap, the 

Business Day next succeeding the Last Trading Date.

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Day-ahead Mini Swap Block Trade must be effectuated 

in accordance with Rule 5.7. The minimum block size for the USDBTC Day-ahead Mini 

Swap is equal to 100 contracts. All parties to a USDBTC Day-ahead Mini Swap Block 

Trade must be Eligible Contract Participants. 

Rule 12.8 Weekly USD/BTC Mini Options

A. Contract Description. Generally speaking, an option is an agreement that grants the 

option purchaser, in exchange for a premium, the right, but not the obligation, to purchase 

from (in the case of a call option) or to sell to (in the case of a put option) the option writer, 

at a specified exercise or “strike” price, and at specified time(s) or within a specified period, 

a specified underlying interest. This Rule 12.8 pertains to options on bitcoin (as described 

further herein) (the USDBTC Weekly Mini Options”) and contains general terms and 

conditions. Participants may enter into USDBTC Weekly Mini Options as buyers or sellers 

of calls and/or puts. 

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the USDBTC Weekly Mini 

Options will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Weekly Mini Options will be United States 

dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to USDBTC Weekly Mini Options will be bitcoin 

(sometimes referred to as “BTC”).
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F. Contract Size. Each USDBTC Weekly Mini Option will be for 1/100 Underlying (i.e., oneone hundredth bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 2,000,000 USDBTC Weekly Mini Options.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Weekly Mini Options from a Participant, 

such Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more USDBTC Weekly Mini Options from a Participant, such 

Participant must have sufficient bitcoin available for trading in its account to satisfy its 

delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Weekly Mini Option, the date on which 

the Company, in its sole discretion, accepts a buy or sell order, as the case may 

be.

b. Effective Date. With respect to any USDBTC Weekly Mini Option, the Trade Date 

applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Weekly Mini Option, 

$0.01.

d. Initial Payment Date. With respect to any USDBTC Weekly Mini Option, the Trade 

Date applicable thereto. The buyer of a USDBTC Weekly Mini Option will pay the 

bid amount of such Company Contract on the Trade Date thereof.

e. Premium. With respect to any USDBTC Weekly Mini Option, the Buyer thereof will 

pay the premium thereon on the Initial Payment Date. In the context of a USDBTC 

Weekly Mini Option, the bid amount is equal to the Premium.

f. Last Trading Date. Friday of the calendar week, or as otherwise determined by the 

Company in its sole discretion.

g. Business Day Convention. Previous.

h. Final Payment Date. With respect to any USDBTC Weekly Mini Option, the 

Business Day next succeeding the Last Trading Date.
137

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Weekly Mini Option Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Weekly Mini Option 

is equal to 100 contracts. All parties to a USDBTC Weekly Mini Option Block Trade must 

be Eligible Contract Participants.

Rule 12.9 Day-Ahead USD/BTC Futures

A. Contract Description. In general, a futures contract is a legally binding agreement to 

buy or sell a standardized asset at a specified time in the future. This Rule 12.9 pertains 

to futures on bitcoin (as described further herein) (the “Day-ahead Futures”) and contains 

general terms and conditions. The Day-ahead Futures contract requires that a buyer pay 

USD on the Initial Payment Date (as defined below), and that the seller pay BTC on the 

Final Payment Date (as defined below).

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the Day-ahead Futures contract 

will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to Day-ahead Futures will be United States dollars, 

which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to Day-ahead Futures will be bitcoin (sometimes 

referred to as “BTC”).

F. Contract Size. Each Day-ahead Futures contract will be for a single Underlying (i.e., one 

bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 20,000 Day-ahead Futures.
138

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more Day-ahead Futures from a Participant, such 

Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more Day-ahead Futures from a Participant, such Participant 

must have sufficient bitcoin available for trading in its account to satisfy its delivery 

obligations on such Company Contract(s).

I. Tenor. One Business Day.

J. Conventions.

a. Trade Date. With respect to any Day-ahead Futures contract, the date on which 

the Company, in its sole discretion, accepts a buy or sell order, as the case may 

be.

b. Effective Date. With respect to any Day-ahead Futures contract, the Trade Date 

applicable thereto.

c. Minimum Price Fluctuation. With respect to any Day-ahead Futures contract, 

$0.25.

d. Initial Payment Date. With respect to any Day-ahead Futures contract, the Trade 

Date applicable thereto. The buyer of a Day-ahead Futures contract will pay the 

bid amount of such Company Contract on the Trade Date thereof.

e. Premium. With respect to any Day-ahead Futures contract, the Buyer thereof will 

pay the premium thereon on the Initial Payment Date. In the context of a Dayahead Futures contract, the bid amount is equal to the Premium.

f. Final Payment Date. With respect to any Day-ahead Futures contract, the 

Business Day next succeeding the Trade Date applicable thereto.

g. Business Day Convention. Previous.

h. Settlement. Physical delivery. With respect to any Day-ahead Futures contract, 

physical delivery will occur on the Final Payment Date applicable thereto.

K. Block Trading. Each Day-ahead Futures Block Trade must be effectuated in accordance 

with Rule 5.7. The minimum block size for the Day-ahead Futures contract is equal to the 

contract size set forth in Section F above. All parties to a Day-ahead Futures Block Trade 

must be Eligible Contract Participants.
139

Rule 12.10 Weekly USD/BTC Futures

A. Contract Description. In general, a futures contract is a legally binding agreement to 

buy or sell a standardized asset at a specified time in the future. This Rule 12.10 pertains 

to futures on bitcoin (as described further herein) (the “USDBTC Weekly Futures”) and 

contains general terms and conditions. The USDBTC Weekly Futures contract requires 

that a buyer pay USD on the Initial Payment Date (as defined below), and that the seller 

pay BTC on the Final Payment Date (as defined below).

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the USDBTC Weekly Futures 

contract will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Weekly Futures will be United States 

dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to USDBTC Weekly Futures will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each USDBTC Weekly Futures contract will be for a single Underlying 

(i.e., one bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 20,000 USDBTC Weekly Futures.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Weekly Futures from a Participant, such 

Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more USDBTC Weekly Futures from a Participant, such 
140

Participant must have sufficient bitcoin available for trading in its account to satisfy its 

delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Weekly Futures contract, the date on 

which the Company, in its sole discretion, accepts a buy or sell order, as the case 

may be.

b. Effective Date. With respect to any USDBTC Weekly Futures contract, the Trade 

Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Weekly Futures contract, 

$0.25.

d. Initial Payment Date. With respect to any USDBTC Weekly Futures contract, the 

Trade Date applicable thereto. The buyer of a USDBTC Weekly Futures contract 

will pay the bid amount of such Company Contract on the Trade Date thereof.

e. Premium. With respect to any USDBTC Weekly Futures contract, the Buyer 

thereof will pay the premium thereon on the Initial Payment Date. In the context of 

a USDBTC Weekly Futures contract, the bid amount is equal to the Premium.

f. Last Trading Date. Friday of the calendar week, or as otherwise determined by the 

Company in its sole discretion.

g. Business Day Convention. Previous.

h. Final Payment Date. With respect to any USDBTC Weekly Futures contract, the 

Business Day next succeeding the Last Trading Date.

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Weekly Futures Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Weekly Futures 

contract is equal to the contract size set forth in Section F above. All parties to a USDBTC 

Weekly Futures Block Trade must be Eligible Contract Participants.

Rule 12.11 Monthly USD/BTC Futures

A. Contract Description. In general, a futures contract is a legally binding agreement to 

buy or sell a standardized asset at a specified time in the future. This Rule 12.11 pertains 

to futures on bitcoin (as described further herein) (the “USDBTC Monthly Futures”) and 

contains general terms and conditions. The USDBTC Monthly Futures contract requires 
141

that a buyer pay USD on the Initial Payment Date (as defined below), and that the seller 

pay BTC on the Final Payment Date (as defined below).

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the USDBTC Monthly Futures 

contract will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Monthly Futures will be United States 

dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to USDBTC Monthly Futures will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each USDBTC Monthly Futures contract will be for a single Underlying 

(i.e., one bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 20,000 USDBTC Monthly Futures.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Monthly Futures from a Participant, such 

Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more USDBTC Weekly Futures from a Participant, such 

Participant must have sufficient bitcoin available for trading in its account to satisfy its 

delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Monthly Futures contract, the date on 

which the Company, in its sole discretion, accepts a buy or sell order, as the case 

may be.
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b. Effective Date. With respect to any USDBTC Monthly Futures contract, the Trade 

Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Monthly Futures 

contract, $0.25.

d. Initial Payment Date. With respect to any USDBTC Monthly Futures contract, the 

Trade Date applicable thereto. The buyer of a USDBTC Monthly Futures contract 

will pay the bid amount of such Company Contract on the Trade Date thereof.

e. Premium. With respect to any USDBTC Monthly Futures contract, the Buyer 

thereof will pay the premium thereon on the Initial Payment Date. In the context of 

a USDBTC Monthly Futures contract, the bid amount is equal to the Premium.

f. Last Trading Date. Friday of the calendar week, or as otherwise determined by the 

Company in its sole discretion.

g. Business Day Convention. Previous.

h. Final Payment Date. With respect to any USDBTC Monthly Futures contract, the 

Business Day next succeeding the Last Trading Date.

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Monthly Futures Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Monthly Futures 

contract is equal to the contract size set forth in Section F above. All parties to a USDBTC 

Monthly Futures Block Trade must be Eligible Contract Participants.

Rule 12.12 Day-Ahead USD/BTC Mini Futures

A. Contract Description. In general, a futures contract is a legally binding agreement to 

buy or sell a standardized asset at a specified time in the future. This Rule 12.12 pertains 

to futures on bitcoin (as described further herein) (the “Day-ahead Mini Futures”) and 

contains general terms and conditions. The Day-ahead Mini Futures contract requires 

that a buyer pay USD on the Initial Payment Date (as defined below), and that the seller 

pay BTC on the Final Payment Date (as defined below).

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 
143

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the Day-ahead Mini Futures 

contract will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to Day-ahead Mini Futures will be United States 

dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to Day-ahead Mini Futures will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each Day-ahead Futures contract will be for a 1/100 Underlying (i.e., oneone hundredth bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 2,000,000 Day-ahead Futures.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more Day-ahead Mini Futures from a Participant, such 

Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more Day-ahead Futures from a Participant, such Participant 

must have sufficient bitcoin available for trading in its account to satisfy its delivery 

obligations on such Company Contract(s).

I. Tenor. One Business Day.

J. Conventions.

a. Trade Date. With respect to any Day-ahead Mini Futures contract, the date on 

which the Company, in its sole discretion, accepts a buy or sell order, as the case 

may be.

b. Effective Date. With respect to any Day-ahead Mini Futures contract, the Trade 

Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any Day-ahead Mini Futures contract, 

$0.01.

d. Initial Payment Date. With respect to any Day-ahead Mini Futures contract, the 

Trade Date applicable thereto. The buyer of a Day-ahead Futures contract will pay 

the bid amount of such Company Contract on the Trade Date thereof.
144

e. Premium. With respect to any Day-ahead Mini Futures contract, the Buyer thereof 

will pay the premium thereon on the Initial Payment Date. In the context of a Dayahead Mini Futures contract, the bid amount is equal to the Premium.

f. Final Payment Date. With respect to any Day-ahead Mini Futures contract, the 

Business Day next succeeding the Trade Date applicable thereto.

g. Business Day Convention. Previous.

h. Settlement. Physical delivery. With respect to any Day-ahead Mini Futures 

contract, physical delivery will occur on the Final Payment Date applicable thereto.

K. Block Trading. Each Day-ahead Mini Futures Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the Day-ahead Mini Futures 

contract is equal to 100 contracts. All parties to a Day-ahead Mini Futures Block Trade 

must be Eligible Contract Participants.

Rule 12.13 Weekly USD/BTC Mini Futures

A. Contract Description. In general, a futures contract is a legally binding agreement to 

buy or sell a standardized asset at a specified time in the future. This Rule 12.13 pertains 

to futures on bitcoin (as described further herein) (the “USDBTC Weekly Mini Futures”) 

and contains general terms and conditions. The USDBTC Weekly Mini Futures contract 

requires that a buyer pay USD on the Initial Payment Date (as defined below), and that 

the seller pay BTC on the Final Payment Date (as defined below).

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the USDBTC Weekly Mini 

Futures contract will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Weekly Mini Futures will be United States 

dollars, which will be expressed in dollars and cents per bitcoin.
145

E. Underlying. The underlying applicable to USDBTC Weekly Mini Futures will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each USDBTC Weekly Mini Futures contract will be for a 1/100 Underlying 

(i.e., one-one hundredth bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 2,000,000 USDBTC Weekly Mini Futures.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Weekly Mini Futures from a Participant, 

such Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more USDBTC Weekly Mini Futures from a Participant, such 

Participant must have sufficient bitcoin available for trading in its account to satisfy its 

delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Weekly Mini Futures contract, the date 

on which the Company, in its sole discretion, accepts a buy or sell order, as the 

case may be.

b. Effective Date. With respect to any USDBTC Weekly Mini Futures contract, the 

Trade Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Weekly Mini Futures 

contract, $0.01.

d. Initial Payment Date. With respect to any USDBTC Weekly Mini Futures contract, 

the Trade Date applicable thereto. The buyer of a USDBTC Weekly Mini Futures 

contract will pay the bid amount of such Company Contract on the Trade Date 

thereof.

e. Premium. With respect to any USDBTC Weekly Mini Futures contract, the Buyer 

thereof will pay the premium thereon on the Initial Payment Date. In the context of 

a USDBTC Weekly Mini Futures contract, the bid amount is equal to the Premium.

f. Last Trading Date. Friday of the calendar week, or as otherwise determined by the 

Company in its sole discretion.

g. Business Day Convention. Previous.
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h. Final Payment Date. With respect to any USDBTC Weekly Mini Futures contract, 

the Business Day next succeeding the Last Trading Date.

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Weekly Mini Futures Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Weekly Mini Futures 

contract is equal to 100 contracts. All parties to a USDBTC Weekly Mini Futures Block 

Trade must be Eligible Contract Participants.

Rule 12.14 Monthly USD/BTC Mini Futures

A. Contract Description. In general, a futures contract is a legally binding agreement to 

buy or sell a standardized asset at a specified time in the future. This Rule 12.14 pertains 

to futures on bitcoin (as described further herein) (the “USDBTC Monthly Mini Futures”) 

and contains general terms and conditions. The USDBTC Monthly Mini Futures contract 

requires that a buyer pay USD on the Initial Payment Date (as defined below), and that 

the seller pay BTC on the Final Payment Date (as defined below).

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the USDBTC Monthly Mini 

Futures contract will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Monthly Mini Futures will be United 

States dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to USDBTC Monthly Mini Futures will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each USDBTC Monthly Mini Futures contract will be for 1/100 Underlying 

(i.e., one-one hundredth bitcoin).
147

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 2,000,000 USDBTC Monthly Mini Futures.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Monthly Mini Futures from a Participant, 

such Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more USDBTC Monthly Mini Futures from a Participant, such 

Participant must have sufficient bitcoin available for trading in its account to satisfy its 

delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Monthly Mini Futures contract, the date 

on which the Company, in its sole discretion, accepts a buy or sell order, as the 

case may be.

b. Effective Date. With respect to any USDBTC Monthly Mini Futures contract, the 

Trade Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Monthly Mini Futures 

contract, $0.01.

d. Initial Payment Date. With respect to any USDBTC Monthly Mini Futures contract, 

the Trade Date applicable thereto. The buyer of a USDBTC Monthly Mini Futures 

contract will pay the bid amount of such Company Contract on the Trade Date 

thereof.

e. Premium. With respect to any USDBTC Monthly Mini Futures contract, the Buyer 

thereof will pay the premium thereon on the Initial Payment Date. In the context of 

a USDBTC Monthly Mini Futures contract, the bid amount is equal to the Premium.

f. Last Trading Date. Friday of the calendar month, or as otherwise determined by 

the Company in its sole discretion.

g. Business Day Convention. Previous.

h. Final Payment Date. With respect to any USDBTC Monthly Mini Futures contract, 

the Business Day next succeeding the Last Trading Date.

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Monthly Mini Futures Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Monthly Mini Futures 
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contract is equal to 100 contracts. All parties to a USDBTC Monthly Mini Futures Block 

Trade must be Eligible Contract Participants.

Rule 12.15 USD/ETH Deci Options

A. Contract Description. A Participant may enter into a Company Contract as the buyer 

or the seller of a call or put option contract on ETH. For both call and put options, on the 

Initial Payment Date the buyer must pay the Premium in USD and the seller’s Participant 

Account will be credited with the Premium in USD. On the Final Payment Date, the 

buyer may elect to exercise the contract, at which point the Company Contract will be 

settled as described in Rule 6.2. All Company Contracts referencing Underlying Digital 

Currency, are subject to the LedgerX Digital Currency Fork Policy found in Rule 11.14.

B. Ethereum. Ethereum is a computer network and protocol that allows digital currency to 

be stored and transferred in a distributed manner without the need for a central 

intermediary. The Ethereum network is a form of blockchain, which allows consensus to 

be built and maintained on a distributed, decentralized basis by parties with no inherent 

reason to trust one another. Each individual Ethereum transaction is validated by the 

network of decentralized parties, or nodes, over a period of time and then added to a 

“block”, which is then cryptographically linked to the immediately preceding block (over 

time, creating a chain, or a “blockchain”).

C. Trading Hours. The trading hours of the Exchange’s Designated Contract Market that 

are applicable to the Company Contract described in this Rule 12.15 will be 24 hours a 

day, seven days a week or as otherwise determined by the Exchange from time to time 

as disclosed on the Website and through Participant Notice.

D. Currency. The currency applicable to USDETH Deci Options will be United States 

dollars, which will be expressed in dollars and cents per ETH.

E. Underlying. The underlying applicable to USDETH Deci Options will be Ethereum 

(sometimes referred to as “ETH”).

F. Contract Size. Each USDETH Deci Option will be for 1/10 Underlying (i.e., one-tenth 

ETH).

G. Listing Cycle. LedgerX shall post in a location on its website available to Participants a 

list of Company Contracts that are available for trading. At a minimum, that list shall 
149

include Company Contracts expiring on each of the four nearest Fridays, plus Company 

Contracts that expire on the last Friday of each of the following three calendar quarters.

H. Strike Prices and Intervals. For each expiration date on which Company Contracts are 

listed, LedgerX shall list strike prices denominated in U.S. dollars as follows:

For the nearest four weeks, LedgerX shall list Company Contracts with at least five strike 

prices at each expiry. Those strike prices shall be separated by equal intervals of at 

least $10, or such other greater amount determined by LedgerX that is at least 20% 

above and below the spot market trading range over the prior 4-week period.

For Company Contracts with later expiries, LedgerX shall list at least three strike prices 

at each expiry in intervals determined at the discretion of LedgerX based on its 

assessment of the movements of the ETH spot market.

I. Exercise Style. European (Exercise available only on the day of expiration per the 

terms of this contract specification).

J. Exercise Instructions and Procedures. For the buyer of a USDETH Deci Option 

contract to exercise that contract, the buyer must submit exercise instructions to the 

Exchange’s Designated Contract Market prior to the Final Payment Day/Time, and have 

sufficient collateral available for trading in buyer’s account at that time to satisfy buyer’s 

Settlement obligation. See Rules 7.1 and 7.2. USDETH Deci Option contracts will not 

be exercised automatically. See Rule 6.2.E.

K. Expiration. If a buyer of a USDETH Deci Option does not exercise that option timely, or 

lacks sufficient collateral available for trading to satisfy buyer’s Settlement obligation, 

then the option shall expire valueless.

L. Position Limits. As of any date of determination, no person will own or control 

positions in excess of 1,000,000 USDETH Deci Options.

M. Collateral. All Company Contracts will be fully collateralized. Before the Exchange’s 

Designated Contract Market will accept a buy order for an USDETH Deci Option from a 

Participant, such Participant must have sufficient USD available for trading in its account 

to satisfy its obligation to pay the Premium on such Company Contract(s). Additional 

collateral is required from buyer to exercise the option, as described above. Before the 

Exchange’s Designated Contract Market will accept a sell order for one or more 
150

USDETH Deci Options from a Participant, such Participant must have the following: (i) 

for call options, the seller must have sufficient ETH available for trading in its account to 

satisfy its delivery obligations on such Company Contract at Settlement; or (ii) for put 

options, the seller must have sufficient USD available for trading it its account to satisfy 

its payment obligations at Settlement.

N. Conventions.

a. Trade Date. With respect to any USDETH Deci Option, the date on which the 

Exchange, in its sole discretion accepts a buy or sell order, as the case may be.

b. Effective Date. With respect to any USDETH Deci Option, the Trade Date 

applicable thereto.

c. Strike Price. As of any Trade Date, the agreed price in U.S. dollars to be paid at 

expiration for ETH.

d. Minimum Price Fluctuation. With respect to any USDETH Deci Option, $0.01.

e. Initial Payment Date. With respect to any USDETH Deci Option, the Trade Date 

applicable thereto. The buyer of a USDETH Deci Option will pay the agreed 

amount of such Company Contract on the Trade Date thereof.

f. Premium. With respect to any USDETH Deci Option, the Buyer thereof will pay 

the premium thereon on the Initial Payment Date.

g. Last Trading Day/Time. Up to but not including 5:00 pm New York time (adjusted 

for daylight savings) on the Friday of the week and month of expiry for that 

contract, or as otherwise determined by the Exchange in its sole discretion.

h. Settlement. Physical delivery on the Final Payment Day/Time.

O. Block Trading. Each Block Trade of as USDETH Deci Options must be effectuated in

accordance with Rule 5.7. The minimum block size for the USDETH Deci Options is 

equal to 10 contracts. All parties to a USDETH Deci Option Block Trade must be 

Eligible Contract Participants.

Rule 12.16 USD/ETH Deci Futures

A. Contract Description. A Participant may enter into a Company Contract as a buyer, 

whereby such Participant will pay USD and receive ETH, or as a seller, whereby such 
151

Participant will pay ETH and receive USD. The Company Contract requires that a buyer 

pay USD on the Initial Payment Date, and that the seller pay ETH on the Final Payment 

Date. This Rule 12.16 pertains to Futures on ETH (as described further herein) and 

contains general Company Contract terms and conditions.

B. Ethereum. Ethereum is a computer network and protocol that allows digital currency to 

be stored and transferred in a distributed manner without the need for a central 

intermediary. The Ethereum network is a form of blockchain, which allows consensus to 

be built and maintained on a distributed, decentralized basis by parties with no inherent 

reason to trust one another. Each individual Ethereum transaction is validated by the 

network of decentralized parties, or nodes, over a period of time and then added to a 

“block”, which is then cryptographically linked to the immediately preceding block (over 

time, creating a chain, or a “blockchain”).

C. Trading Hours. The trading hours of the Exchange’s Designated Contract Market that 

are applicable to the Company Contract described in this Rule 12.16 will be 24 hours a 

day, seven days a week or as otherwise determined by the Exchange from time to time 

as disclosed on the Website and through Participant Notice.

D. Currency. The currency applicable to USDETH Deci Futures will be United States 

dollars, which will be expressed in dollars and cents per ETH.

E. Underlying. The underlying applicable to USDETH Deci Futures will be Ether.

F. Contract Size. Each USDETH Deci Future will be for 1/10 Underlying (i.e., one-tenth 

ETH).

G. Listing Cycle. LedgerX shall post in a location on its website available to Participants a 

list of Company Contracts that are available for trading. At a minimum, that list shall 

include Company Contracts maturing on each of the four nearest Fridays, plus Company 

Contracts that mature on the last Friday of each of the following three calendar quarters.

H. Position Limits. As of any date of determination, no person will own or control 

positions in excess of 1,000,000 USDETH Deci Futures.

I. Collateral. All Company Contracts will be fully collateralized. Before the Exchange’s 

Designated Contract Market will accept a buy order for one or more USDETH Deci 

Futures from a Participant, such Participant must have sufficient USD available for 

trading in its account to satisfy its payment obligations on such Company Contract(s). 
152

Before the Exchange’s Designated Contract Market will accept a sell order for one or 

more USDETH Deci Futures from a Participant, such Participant must have sufficient 

ETH available for trading in its account to satisfy its delivery obligations on such 

Company Contract(s).

J. Conventions.

a. Trade Date. With respect to any USDETH Deci Future, the date on which the 

Exchange, in its sole discretion accepts a buy or sell order, as the case may be.

b. Effective Date. With respect to any USDETH Deci Future, the Trade Date 

applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDETH Deci Future, $0.01.

d. Initial Payment Date. With respect to any USDETH Deci Future, date on which 

the buyer of a USDETH Deci Future will pay the Purchase Price shall be the 

Trade Date applicable thereto.

e. Purchase Price. With respect to any USDETH Deci Future, the total U.S. Dollar 

denominated amount that a Buyer agreed to pay for a USDETH Deci Future is 

the Purchase Price.

f. Last Trading Day/Time. Up to but not including 5:00 pm New York time (adjusted 

for daylight savings) on the Friday of the week and month of expiry for that 

contract, or as otherwise determined by the Exchange in its sole discretion.

g. Final Payment Day/Time. 5:00 pm New York time (adjusted for daylight savings) 

on the Friday of the week and month of expiry for that contract.

h. Settlement. Physical delivery on the Final Payment Day/Time.

K. Block Trading. Each Block Trade of as USDETH Deci Future must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDETH Deci Future is 

equal to 10 contracts. All parties to a USDETH Deci Future Block Trade must be Eligible 

Contract Participants.

Rule 12.17 Day-Ahead USD/ETH Deci Swaps

A. Contract Description. The term “swap” is a generic one that covers many types of 

instruments, including (among other things) any agreement, contract or transaction that 

is for the purchase or sale of any one or more currencies or commodities. A Participant 

Formatted: Numbered + Level: 1 + Numbering Style: A, B,

C, ... + Start at: 1 + Alignment: Left + Aligned at: 0.25" +

Indent at: 0.5"
153

may enter into a Company Contract as a buyer, whereby such Participant will pay USD 

and receive ETH, or as a seller, whereby such Participant will pay ETH and receive 

USD. This Rule 12.17 pertains to swaps on Ether (as described further herein) (the 

“Day-ahead USD/ETH Deci Swaps”) and contains general terms and conditions. The 

Day-ahead USD/ETH Deci-Swap requires that a buyer pay USD on the Initial Payment 

Date, and that the seller pay ETH on the Final Payment Date. All Company Contracts 

referencing Underlying Digital Currency, are subject to the LedgerX Digital Currency 

Fork Policy found in Rule 11.14.

B. Ethereum. Ethereum is a computer network and protocol that allows digital currency to 

be stored and transferred in a distributed manner without the need for a central 

intermediary. The Ethereum network is a form of blockchain, which allows consensus to 

be built and maintained on a distributed, decentralized basis by parties with no inherent 

reason to trust one another. Each individual Ethereum transaction is validated by the 

network of decentralized parties, or nodes, over a period of time and then added to a 

“block”, which is then cryptographically linked to the immediately preceding block (over 

time, creating a chain, or a “blockchain”).

C. Trading Hours. The trading hours of the Exchange’s Designated Contract Market that 

are applicable to the Company Contract described in this Rule 12.15 will be 24 hours a 

day, seven days a week or as otherwise determined by the Exchange from time to time 

as disclosed on the Website and through Participant Notice.

D. Currency. The currency applicable to Day-Ahead USD/ETH Deci Swaps will be United 

States dollars, which will be expressed in dollars and cents per ETH.

E. Underlying. The underlying applicable to Day-Ahead USD/ETH Deci Swaps will be 

Ethereum (sometimes referred to as “ETH”).

F. Contract Size. Each Day-Ahead USD/ETH Deci Swap will be for 1/10 Underlying (i.e., 

one-tenth ETH).

G. Listing Cycle. LedgerX shall list the Company Contract on a daily basis as available for 

trading.

H. Prices and Intervals. LedgerX shall list prices denominated in U.S. dollars. Those 

prices shall be separated by equal intervals of at least $10, or such other greater amount 

determined by LedgerX that is at least 20% above and below the spot market trading 

range over the prior 1-week period.

Formatted: Numbered + Level: 1 + Numbering Style: A, B,

C, ... + Start at: 1 + Alignment: Left + Aligned at: 0.25" +

Indent at: 0.5"

Formatted: Font: Not Bold
154

I. Position Limits. As of any date of determination, no person will own or control 

positions in excess of 1,000,000 Day-Ahead USD/ETH Deci Swaps.

J. Collateral. All Company Contracts will be fully collateralized. Before the Exchange’s

Designated Contract Market will accept a buy order for a Day-Ahead USD/ETH Deci 

Swap from a Participant, such Participant must have sufficient USD available for trading 

in its account to satisfy its obligation to pay the Premium on such Company Contract(s). 

Before the Exchange’s Designated Contract Market will accept a sell order for one or 

more Day-Ahead USD/ETH Deci Swaps from a Participant, such Participant must have 

sufficient ETH available for trading in its account to satisfy its delivery obligations on 

such Company Contract at Settlement.

K. Conventions.

a. Trade Date. With respect to any Day-Ahead USD/ETH Deci Swap, the date on 

which the Exchange, in its sole discretion accepts a buy or sell order, as the case 

may be.

b. Effective Date. With respect to any Day-Ahead USD/ETH Deci Swap, the Trade 

Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any Day-Ahead USD/ETH Deci 

Swap, $0.01.

d. Initial Payment Date. With respect to any Day-Ahead USD/ETH Deci Swap, the 

Trade Date applicable thereto. The buyer of a Day-Ahead USD/ETH Deci Swap 

will pay the agreed Premium of such Company Contract on the Trade Date 

thereof.

e. Premium. With respect to any Day-Ahead USD/ETH Deci Swap, the Buyer 

thereof will pay the premium thereon on the Initial Payment Date. In the context 

of a Day-Ahead USD/ETH Deci Swap, the agreed amount is equal to the 

Premium.

f. Last Trading Day/Time. Up to but not including 5:00 pm New York time (adjusted 

for daylight savings) on the Business Day immediately preceding Settlement.

g. Final Payment Day/Time. 5:00 pm New York time (adjusted for daylight savings) 

on the Business Day immediately after the Last Trading Day/Time.

h. Settlement. Physical delivery on the Final Payment Day/Time.
155

L. Block Trading. Each Block Trade of as Day-Ahead USD/ETH Deci Swaps must be 

effectuated in accordance with Rule 5.7. The minimum block size for the Day-Ahead 

USD/ETH Deci Swaps is equal to 10 contracts. All parties to a Day-Ahead USD/ETH 

Deci Swap Block Trade must be Eligible Contract Participants.
156

CHAPTER 13 - CLEARING SERVICES FOR KALSHI

Rule 13.1 Clearing Services for Kalshi

A. Rules Applicable to Clearing Services.

This Chapter 13 applies to the Clearing Services the Clearing House will provide to Kalshi 

Participants for Kalshi Binary Contracts.

B. Application of Rules

Except as provided elsewhere in the Rules, only this Chapter 13 will apply to Clearing 

Services.

C. The Clearing Services.

The Clearing House shall provide the Clearing Services in a timely, accurate and 

complete manner for all Kalshi Binary Contracts that have been approved for clearing by 

the Clearing House in accordance with this Chapter 13.

Rule 13.2 Clearance and Substitution of Kalshi Binary Contracts

Rule 13.2.1 Clearance and Substitution

A. Upon submission of a Kalshi Binary Contract for clearing, the Clearing House will 

conduct a review of the Participant’s Collateral Account to ensure that the 

Participant can fully collateralize the Kalshi Binary Contract prior to providing 

Clearing Services. If the Participant’s Collateral Account does not have the 

necessary funds and/or collateral, the Clearing House will not accept the Kalshi 

Binary Contract for clearing.

B. Upon the successful acceptance of the Kalshi Binary Contract, the Clearing House

shall immediately, through the process of Novation, be substituted as and assume 

the position of seller to the Participant buying and buyer to the Participant selling 

the relevant Kalshi Binary Contract. Upon such substitution, the buying and selling 

Participants shall be released from their Obligations to each other, and such 

Participants shall be deemed to have bought the Kalshi Binary Contract from or 

sold the Kalshi Binary Contract to the Clearing House, as the case may be, and 

the Clearing House shall have all the rights and be subject to all the liabilities of 

such Participants with respect to such Kalshi Binary Contracts. Such substitution 
157

shall be effective in law for all purposes. The Participants of the Kalshi Binary 

Contract are deemed to consent to the Novation by submitting the Kalshi Binary 

Contracts through KalshiEX, LLC to the Clearing House and the Clearing House

consents to the Novation by accepting the Kalshi Binary Contract and performing 

the Clearing Services.

C. Kalshi Binary Contracts with the same terms and conditions, as defined by the 

specifications of the Kalshi Binary Contracts, submitted to the Clearing House for 

clearing, are economically equivalent within the Clearing House and may be offset 

with each other within the Clearing House.

D. Upon acceptance of a Kalshi Binary Contract by the Clearing House for clearing:

1. The original Kalshi Binary Contract is extinguished;

2. The original Kalshi Binary Contract is replaced by an equal and opposite 

Kalshi Binary Contract between the Clearing House and each Participant; 

and

3. All terms of a cleared Kalshi Binary Contract must conform to the Kalshi 

Binary Contract Specifications.

E. If a Kalshi Binary Contract is rejected for clearing by the Clearing House for any 

reason, such Kalshi Binary Contract is void ab initio.

Rule 13.2.2 Settlement of Kalshi Binary Contracts

A. The Company shall maintain, on its system, a record of each Kalshi Participant’s 

account balances and Kalshi Binary Contracts.

B. On the Settlement Date, the Clearing House will notify all Kalshi Participants of the 

final amount payable.

Rule 13.2.3 Deposit Procedures

A. A Kalshi Participant must submit a deposit notification through the Kalshi 

Participant Portal before the Kalshi Participant may deposit funds with the Clearing 

House. A Kalshi Participant must deposit funds on the same day as the Kalshi 

Participant submits to the Clearing House a deposit notification to the Clearing 

House. 

B. Deposits occur, and funds are available for use with respect to Clearing Privileges, 

no later than the next Settlement Bank Business Day after a Kalshi Participant 

submits a deposit notification and deposits funds with the Clearing House in 

accordance with Rule 13.2.3.A.
158

C. Kalshi Participants are responsible for all transfers of funds from their Clearing 

House-approved accounts to the Collateral Account.

D. In the event a Kalshi Participant deposits funds to the Clearing House without 

submitting a deposit notification, the Kalshi Participant agrees to: (1) cooperate 

with the Clearing House to resolve any issues that may arise; and (2) agree that 

the Clearing House will send the funds back to the account or address from which 

it was transferred within two (2) Settlement Bank Business Days if there has been 

no resolution.

Rule 13.2.4 Withdrawal Procedures

A. Only an Authorized Representative may submit a withdrawal notification through 

the Kalshi Participant Portal before the Clearing House transfers funds to a Kalshi 

Participant. Upon receipt of a withdrawal notification, the Clearing House no longer 

permits funds in the amount listed in the withdrawal notification to be used for 

Clearing Privileges.

B. Kalshi Participants are responsible for providing accurate account numbers to 

allow the Clearing House to effect transfers to the Kalshi Participants.

C. Withdrawals occur, and funds are available, no later than the next Settlement Bank 

Business Day after a Kalshi Participant has submitted a withdrawal notification if 

the Kalshi Participant submits a withdrawal notification during Trading Hours. 

D. If a Kalshi Participant fails to adhere to the withdrawal procedures set forth herein 

or in the Kalshi Binary Contract Specifications, as applicable, the Clearing House 

will take reasonable measures to effect the withdrawal; however, if unable to effect 

the withdrawal, the Kalshi Participant’s collateral may become the sole property of 

the Clearing House, to the extent permitted by Applicable Law. The Clearing 

House may apply the collateral against the Obligations of a Kalshi Participant.

Rule 13.2.5 [RESERVED]

Rule 13.2.6 Reconciliation

The Clearing House shall reconcile the positions and cash and collateral balances of each Kalshi 

Participant at the end of each Settlement Bank Business Day. The Clearing House shall make 

available to each Kalshi Participant through Kalshi the positions and cash and collateral balances 

of each such Kalshi Participant. All Kalshi Participants shall be responsible for reconciling their 

records of their positions and cash and collateral balances with the records of positions and cash 
159

and collateral balances that the Clearing House makes available to Kalshi Participants through 

Kalshi.

Rule 13.2.7 Swap Data Reporting

A. With the assistance of Kalshi and to the extent required by Applicable Law, the 

Clearing House shall report Regulatory Swap Data for Swaps to a single Swap 

Data Repository for purposes of complying with the CEA and applicable CFTC 

Regulations governing the regulatory reporting of swaps. The Clearing House 

shall report all data fields as required by Appendix A to Part 43 of CFTC 

Regulations and Appendix 1 to Part 45 of CFTC Regulations, as applicable, 

including, but not limited to, Swap counterparties, Kalshi Binary Contract type, 

option method, option premium, LEIs, User IDs, buyer, seller, USIs, unique product 

identifiers, underlying asset description, the Swap price or yield, quantity, maturity 

or expiration date, the size, settlement method, execution timestamp, timestamp 

of submission to the SDR, the CTI Code, Kalshi Participant Accounts, and whether 

a Kalshi Participant is a swap dealer, major swap Kalshi Participant or a financial 

entity. The Clearing House shall identify each counterparty to any Kalshi Binary 

Contract in all recordkeeping and all Regulatory Swap Data reporting using a 

single LEI as prescribed under CFTC Regulation 45.6. As soon as technologically 

practicable after execution, the Clearing House also shall transmit to both Swap 

counterparties and the Clearing House, the USI for the Swap created pursuant to 

CFTC Regulation 45.5 and the identity of the SDR. For Swaps involving allocation, 

the Clearing House will transmit the USI to the Reporting Counterparty and the 

agent as required by CFTC Regulation 45.5(d)(1).

B. The Clearing House shall from time to time designate a Swap Data Repository in 

respect of one or more Swaps and shall notify Kalshi Participants of such 

designation. Currently, the Clearing House reports all Regulatory Swap Data for 

all Swaps to ICE Trade Vault.

C. Kalshi Participants that become aware of an error or omission in Regulatory Swap 

Data for a Kalshi Binary Contract shall promptly submit corrected data to the 

Clearing House. Kalshi Participant shall not submit or agree to submit a 

cancellation or correction in order to gain or extend a delay in pubic dissemination 

of accurate Kalshi Binary Contract transaction and Pricing Data or to otherwise 

evade the reporting requirements of Part 43 of CFTC Regulations. Clearing House
160

will report any errors or omissions in Regulatory Swap Data to the same SDR to 

which it originally submitted the Data, as soon as technologically practicable after 

discovery of any such error or omission.

D. The Clearing House sends the Regulatory Swap Data as set forth in Rule 13.2.7.A 

to the Swap Data Repository as soon as technologically practicable after a trade 

has been cleared, or pursuant to the Clearing House Rules. Following the 

transmittal of the Data to the Swap Data Repository, the Clearing House will make 

available the Swap Transaction and Pricing Data to all Kalshi Participants. 

However, due to transmission and posting timing of the Swap Data Repository, 

Kalshi Participants should be aware that the Kalshi Binary Contract transaction 

and Pricing Data may be available on the Clearing House Platform prior to being 

publicly disseminated by the Swap Data Repository.

Rule 13.3 Margin for Kalshi Binary Contracts

Rule 13.3.1 Full Collateralization of Kalshi Binary Contracts Required

Each Kalshi Participant shall deposit funds required to fully collateralize the Kalshi Binary Contract 

pursuant to Kalshi Binary Contract Specifications prior to submission of such Orders to Kalshi, 

and in all cases, prior to the submission of the Kalshi Binary Contract to the Clearing House. 

Collateral transfers made by a Kalshi Participant to the Clearing House or by the Clearing House 

to a Kalshi Participant are irrevocable and unconditional when effected.

Rule 13.3.2 Collateral

A. Subject to the terms and conditions of Clearing House-approved margin collateral, 

the Clearing House will accept from Kalshi Participants the following as margin 

collateral: U.S. Dollars. The Clearing House will value margin collateral as it 

deems appropriate.

B. Except as otherwise provided herein, Collateral must be and remain 

unencumbered. Collateral posted by Kalshi Participants shall be legally and 

operationally segregated from (i) the property of the Clearing House; (ii) the 

property of other members of the DCO, and (iii) customer property posted to the 

Clearing House that is not associated with Kalshi Binary Contracts (i.e., when a 

Participant has been onboarded separately both with the Company, acting in its 

capacity as a DCM and Kalshi, the DCO shall legally and operationally segregate 
161

the property posted by that participant at each separate DCM, as between the two 

DCMs).

C. Each Kalshi Participant posting collateral hereby grants to the Clearing House a 

continuing first priority security interest in, lien on, right of setoff against and 

collateral assignment of all of such Kalshi Participant’s right, title and interest in 

and to any property and collateral deposited with the Clearing House by the Kalshi 

Participant, whether now owned or existing or hereafter acquired or arising, 

including without limitation the following: (i) such Kalshi Participant Account and all 

securities entitlements held therein and all funds held in a Collateral Account and 

(ii) all proceeds of the foregoing. A Kalshi Participant shall execute any documents 

required by the Clearing House to create, perfect and enforce such lien. 

D. Each Kalshi Participant hereby agrees that with respect to any other financial asset 

which is or may be credited to the Kalshi Participant’s Kalshi Participant Account, 

the Clearing House shall have control pursuant to Section 9-106(a) and 8-106(e) 

of the UCC and a perfected security interest pursuant to Section 9-314(a) of the 

UCC.

E. A Kalshi Participant must transfer the collateral to the Clearing House or to a 

Collateral Account and the Clearing House will hold collateral transferred to the 

Clearing House on behalf of the Kalshi Participant. The Clearing House will credit 

to the Kalshi Participant the collateral that such Kalshi Participant deposits. 

Collateral shall be held by the Clearing House until a Kalshi Participant submits a 

withdrawal notification unless otherwise stipulated by these Rules.

F. The Clearing House will not be responsible for any diminution in value of collateral 

that a Kalshi Participant deposits with the Clearing House. Any fluctuation in 

markets is the risk of each Kalshi Participant. Any interest earned on Kalshi 

Participant collateral may be retained by the Settlement Bank or the Clearing 

House.

G. The Clearing House has the right to liquidate a Person’s Kalshi Binary Contracts 

or non-cash collateral to the extent necessary to close or transfer Kalshi Binary 

Contracts, fulfill obligations to the Clearing House or other Kalshi Participants, 

and/or to return collateral in the event that (1) the Person ceases to be a Kalshi 

Participant; (2) the Clearing House suspends or terminates the Person’s Trading 

Privileges or Clearing Privileges; or (3) the Clearing House determines in its sole 

discretion that it is necessary to take such measures. 
162

Rule 13.3.3 Segregation of Kalshi Participant Funds

The Clearing House shall separately account for and segregate from the Clearing House’s 

proprietary funds all Kalshi Participant funds used to purchase, margin, guarantee, secure or 

settle Kalshi Binary Contracts, and all money accruing to such Kalshi Participant as the result of 

Kalshi Binary Contracts so carried in a Collateral Account. The Clearing House shall maintain a 

proprietary account that will be credited with fees or other payments owed to the Clearing House 

that are debited from the Collateral Account as a result of Kalshi Participant trades and 

settlements of Kalshi Binary Contracts. The Clearing House shall maintain a record of each Kalshi 

Participant’s account balances and Kalshi Binary Contracts. The Clearing House shall not hold, 

use or dispose of Kalshi Participant funds except as belonging to Kalshi Participants.

Rule 13.3.4 Concentration Limits

The Clearing House may apply appropriate limitations or charges on the concentration of assets 

posted as collateral, as necessary, in order to ensure its ability to liquidate such assets quickly 

with minimal adverse price effects, and may evaluate the appropriateness of any such 

concentration limits or charges, on a periodic basis. In the event that the Clearing House 

determines in its sole discretion that the Kalshi Participant’s deposit is in material excess of the 

amount necessary to collateralize the Kalshi Participant’s Kalshi Binary Contracts, the Clearing 

House shall have the right to (1) transfer non-cash collateral, including Digital Currencies, back 

to a Kalshi Participant, and Kalshi Participant agrees to accept such transfer, or (2) take other 

action the Clearing House deems to be necessary to safeguard the collateral. The Clearing House 

shall be entitled to charge fees related to holding non-cash collateral in material excess of the 

amount necessary to collateralize a Kalshi Participant’s Kalshi Binary Contracts.

Rule 13.4 Clearing House Systems and Collateral. 

Clearing House shall maintain information systems that track the amount of available collateral 

held from time to time by Kalshi Participants at Clearing House or Clearing House’s settlement 

bank and make such information available to Kalshi to the same extent it is available to Clearing 

House so that Kalshi’s automated systems can apply such information in the relevant systems to 

perform its functions.
163

Rule 13.5 LedgerX API. 

In order to provide the Clearing Services, Kalshi shall have and will maintain in effect an 

operational interface between its systems and the relevant systems of Clearing House. Clearing 

House shall maintain and support an Application Programming Interface (“Clearing House API”), 

to enable the transmission of data as necessary to provide Clearing Services.
164

Rule 13.6 Other Rules That Are Applicable To Kalshi Participants. 

All Rules in this Chapter 13 apply to the Clearing Services for Kalshi Binary Contracts.

In addition, the following specific Rules apply to Kalshi Participants, as if they were Participants, 

and the Kalshi Binary Contracts, provided, however that such Rules are applicable only to the 

extent that such Rules are related to Clearing Services:

A. Chapter 1 (Definitions)

B. Chapter 2 (Company Governance)

C. Rule 3.1 (Jurisdiction, Applicability of Rules)

D. Rule 3.2 (Participants – Applications, Agreements, Eligibility Criteria, 

Classifications and Privileges), provided that Kalshi Participants are Participants 

only with regard to Clearing Services.

E. Rule 3.3 (Participant Obligations), provided that Kalshi Participants have 

Participant Obligations only with regard to Clearing Services.

F. Rule 8.5 (Acts Detrimental to the Welfare or Reputation of the Company 

Prohibited) and Rule 8.6 (Misuse of the Platform)

G. Rule 8.19 (Compliance)

H. Chapter 9 (Discipline and Enforcement), but only with regard to Clearing Services.

I. Chapter 11 (Miscellaneous), including Rule 11.2; Rule 11.3; Rule 11.4; Rule 11.5; 

Rule 11.6; Rule 11.7; Rule 11.9; and Rule 11.13, but only with regard to the 

Clearing Services.

Rule 13.7 Other Rules That Are Not Applicable To Kalshi Participants. 

The following rules do not apply to Kalshi Participants, as such rules or related rules are set forth 

in the rules of Kalshi:

A. Rule 3.4 (Customer Account Requirements for FCM Participants)

B. Chapter 4 (Liquidity Providers)

C. Chapter 5 (Method for Trading Company Contracts)

D. Chapter 6 (Clearing and Delivery), but see Rules 13.2, et. seq.

E. Chapter 7 (Margin), but see Rules 13.3, et. seq.

F. Chapter 8 of this Rulebook does not apply to Kalshi Participants, except for 

Rules 8.5, 8.6, and 8.19 as set forth in Rule 13.6. For the avoidance of doubt, 

Kalshi is responsible for all trade practice related activity on its exchange; 

Clearing House is not responsible for trade practice surveillance.
165

G. Chapter 9, except as to Investigations, Discipline and Enforcement related to 

Clearing Services.

H. Chapter 10, except as applied to Clearing Services.

I. Rules 11.8 (Error Trade Policy), 11.10 (Reasonability Levels), and 11.11 (No 

Cancellation Ranges), provided, however, that Clearing House and Kalshi shall 

coordinate with regard to Error Trade pursuant to the rules of Kalshi.

J. Chapter 12 does not apply to Kalshi Participants.

Rule 13.8 Liability 

For the avoidance of doubt, Clearing House shall not have any liability for trading issues on Kalshi, 

as it is only providing Clearing Services to Kalshi Participants.

Rule 13.9 LIMITATION OF LIABILITY; NO WARRANTIES FOR CLEARING SERVICES

A. EXCEPT AS OTHERWISE SET FORTH IN THE RULES, OR DUE TO 

CLEARING HOUSE OBLIGATIONS ARISING FROM THE ACT OR CFTC 

REGULATIONS, INCLUDING PART 39 OF THE CFTC REGULATIONS, OR 

OTHERWISE UNDER APPLICABLE LAW, NEITHER THE CLEARING HOUSE

NOR ANY OF ITS CLEARING HOUSE REPRESENTATIVES, AFFILIATES OR 

AFFILIATES’ REPRESENTATIVES SHALL BE LIABLE TO ANY PERSON, OR 

ANY PARTNER, DIRECTOR, OFFICER, AGENT, EMPLOYEE, AUTHORIZED 

USER OR AUTHORIZED REPRESENTATIVE THEREOF, FOR ANY LOSS, 

DAMAGE, INJURY, DELAY, COST, EXPENSE, OR OTHER LIABILITY OR 

CLAIM, WHETHER IN CONTRACT, TORT OR RESTITUTION, OR UNDER ANY 

OTHER CAUSE OF ACTION, SUFFERED BY OR MADE AGAINST THEM AS A 

RESULT OF THEIR USE OF SOME OR ALL OF THE CLEARING SERVICES, 

SUCH PERSONS EXPRESSLY AGREE TO ACCEPT ALL LIABILITY ARISING 

FROM THEIR USE OF SAME AS WELL AS THEIR USE OF KALSHI.

B. EXCEPT AS OTHERWISE SET FORTH IN THESE RULES OR DUE TO 

CLEARING HOUSE OBLIGATIONS ARISING FROM THE ACT OR CFTC 

REGULATIONS, INCLUDING PART 39 OF THE CFTC REGULATIONS, OR 

OTHERWISE UNDER APPLICABLE LAW, NEITHER THE CLEARING HOUSE

NOR ANY OF ITS CLEARING HOUSE REPRESENTATIVES, AFFILIATES OR 

AFFILIATES’ REPRESENTATIVES SHALL BE LIABLE TO ANY PERSON, OR 

ANY PARTNER, DIRECTOR, OFFICER, AGENT, EMPLOYEE, AUTHORIZED 
166

USER OR AUTHORIZED REPRESENTATIVE THEREOF, FOR ANY LOSS, 

DAMAGE, INJURY, DELAY, COST, EXPENSE, OR OTHER LIABILITY OR 

CLAIM, WHETHER IN CONTRACT, TORT OR RESTITUTION, OR UNDER ANY 

OTHER CAUSE OF ACTION, SUFFERED BY OR MADE AGAINST THEM, 

ARISING FROM (A) ANY FAILURE OR NON-AVAILABILITY OF THE KALSHI 

OR THE PLATFORM; (B) ANY ACT OR OMISSION ON THE PART OF THE 

CLEARING HOUSE, CLEARING HOUSE REPRESENTATIVES, AFFILIATES 

OR AFFILIATES’ REPRESENTATIVES INCLUDING WITHOUT LIMITATION A 

DECISION OF THE CLEARING HOUSE TO SUSPEND, HALT, OR TERMINATE 

TRADING OR TO VOID, NULLIFY OR CANCEL ORDERS OR TRADES IN 

WHOLE OR IN PART; (C) ANY ERRORS OR INACCURACIES IN 

INFORMATION PROVIDED BY THE CLEARING HOUSE, AFFILIATES, THE 

PLATFORM OR KALSHI; (D) UNAUTHORIZED ACCESS TO OR 

UNAUTHORIZED USE OF THE PLATFORM OR KALSHI BY ANY PERSON; (E) 

ANY FORCE MAJEURE EVENT AFFECTING THE CLEARING HOUSE OR A 

KALSHI BINARY CONTRACT; OR (F) ANY LOSS TO ANY KALSHI 

PARTICIPANT RESULTING FROM A KALSHI PARTICIPANT’S OWN 

SECURITY OR THE INTEGRITY OF A KALSHI PARTICIPANT’S 

TECHNOLOGY OR TECHNOLOGY SYSTEMS. THIS LIMITATION OF 

LIABILITY WILL APPLY REGARDLESS OF WHETHER OR NOT THE 

CLEARING HOUSE, ANY CLEARING HOUSE REPRESENTATIVES, ANY 

CLEARING HOUSE AFFILIATES OR AFFILIATES’ REPRESENTATIVES (OR 

ANY DESIGNEE THEREOF) WAS ADVISED OF OR OTHERWISE MIGHT HAVE 

ANTICIPATED THE POSSIBILITY OF SUCH DAMAGES.

C. A PERSON’S USE OF THE PLATFORM, KALSHI, CLEARING HOUSE

PROPERTY AND ANY OTHER INFORMATION AND MATERIALS PROVIDED 

BY THE CLEARING HOUSE IS AT THE PERSON’S OWN RISK, AND THE 

PLATFORM, THE CLEARING HOUSE PROPERTY AND ANY OTHER 

INFORMATION AND MATERIALS PROVIDED BY THE CLEARING HOUSE

HEREUNDER ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, 

WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS 

OR IMPLIED, BY STATUTE, COMMON LAW OR OTHERWISE, INCLUDING 

ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A 

PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND ANY 
167

WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR TRADE 

PRACTICE. THE CLEARING HOUSE DOES NOT GUARANTEE THAT (A) THE 

CLEARING HOUSE PROPERTY OR THE PLATFORM WILL OPERATE IN AN 

ERROR-FREE, SECURE OR UNINTERRUPTED MANNER; (B) ANY 

INFORMATION OR MATERIALS PROVIDED BY THE CLEARING HOUSE OR 

ACCESSIBLE THROUGH THE CLEARING HOUSE PROPERTY OR THE 

PLATFORM WILL BE ACCURATE, COMPLETE, RELIABLE, OR TIMELY; OR 

(C) THE CLEARING HOUSE PROPERTY OR ANY ASPECTS OF THE 

PLATFORM WILL BE FREE FROM VIRUSES OR OTHER HARMFUL 

COMPONENTS. THE CLEARING HOUSE SHALL HAVE NO LIABILITY FOR 

THE CREDITWORTHINESS OF ANY PERSON OR FOR THE ACTS OR 

OMISSIONS OF ANY PERSON UTILIZING THE PLATFORM OR ANY ASPECT 

OF THE CLEARING HOUSE OR PLATFORM. A PERSON ACCESSING THE 

CLEARING HOUSE IS SOLELY RESPONSIBLE FOR THE SECURITY AND 

INTEGRITY OF THE PERSON’S TECHNOLOGY. A PERSON’S ACCESS TO 

THE CLEARING HOUSE MAY BE INTERNET-BASED AND THE CLEARING 

HOUSE HAS NO CONTROL OVER THE INTERNET OR A PERSON’S 

CONNECTIONS THERETO. ANY PERSON ACCESSING THE CLEARING 

HOUSE ACKNOWLEDGES THAT THE INTERNET, COMPUTER NETWORKS, 

AND COMMUNICATIONS LINKS AND DEVICES NECESSARY TO ENABLE A 

PERSON TO ACCESS AND USE THE PLATFORM ARE INHERENTLY 

INSECURE AND VULNERABLE TO ATTEMPTS AT UNAUTHORIZED ENTRY 

AND THAT NO FORM OF PROTECTION CAN ENSURE THAT A KALSHI 

PARTICIPANT’S DATA, HARDWARE, OR SOFTWARE OR THE PLATFORM 

OR OTHER CLEARING HOUSE PROPERTY WILL BE FULLY SECURE. 

FURTHERMORE, THE CLEARING HOUSE SHALL HAVE NO OBLIGATION TO 

MONITOR OR VERIFY ANY INFORMATION DISPLAYED THROUGH THE 

PLATFORM.

D. A KALSHI PARTICIPANT THAT DEPOSITS COLLATERAL FOR ITS BENEFIT 

WITH THE CLEARING HOUSE PURSUANT TO THESE RULES SHALL HOLD 

THE CLEARING HOUSE HARMLESS FROM ALL LIABILITY, LOSSES AND 

DAMAGES WHICH MAY RESULT FROM OR ARISE WITH RESPECT TO THE 

CARE AND SALE OF SUCH COLLATERAL PROVIDED THAT THE CLEARING 

HOUSE HAS ACTED REASONABLY AND IN ACCORDANCE WITH 
168

APPLICABLE LAW UNDER THE CIRCUMSTANCES. FURTHERMORE, THE 

CLEARING HOUSE HAS NO RESPONSIBILITY FOR ANY ACT OR OMISSION 

OF ANY THIRD PARTY SERVICE PROVIDER THAT THE CLEARING HOUSE 

HAS CHOSEN WITH REASONABLE CARE. THE CLEARING HOUSE HAS NO 

RESPONSIBILITY OR LIABILITY FOR ANY LOSS OF COLLATERAL THAT 

RESULTS, DIRECTLY OR INDIRECTLY, FROM A BREACH TO A KALSHI

PARTICIPANT’S SECURITY OR ELECTRONIC SYSTEMS, INCLUDING BUT 

NOT LIMITED TO CYBER ATTACKS, OR FROM A KALSHI PARTICIPANT’S 

NEGLIGENCE WITH RESPECT TO A WALLET, ADDRESS OR THE RECEIPT 

OF COLLATERAL UPON THE REQUEST OF A WITHDRAWAL, OR FROM A 

KALSHI PARTICIPANT’S DEPOSIT, MISTAKE, ERROR, NEGLIGENCE, OR 

MISCONDUCT WITH RESPECT TO ANY COLLATERAL TRANSFERS A 

KALSHI PARTICIPANT MAKES OR ATTEMPTS TO MAKE TO THE CLEARING 

HOUSE. 

E. NO KALSHI PARTICIPANT, AUTHORIZED USER, AUTHORIZED 

REPRESENTATIVE OR ANY OTHER PERSON SHALL BE ENTITLED TO 

COMMENCE OR CARRY ON ANY PROCEEDING AGAINST THE CLEARING 

HOUSE, ANY OF ITS CLEARING HOUSE REPRESENTATIVES, AFFILIATES 

OR AFFILIATES’ REPRESENTATIVES, IN RESPECT OF ANY ACT, 

OMISSION, PENALTY OR REMEDY IMPOSED PURSUANT TO THE RULES OF 

THE CLEARING HOUSE. THIS SECTION SHALL NOT RESTRICT THE RIGHT 

OF SUCH PERSONS TO APPLY FOR A REVIEW OF A DIRECTION, ORDER 

OR DECISION OF THE CLEARING HOUSE BY A COMPETENT REGULATORY 

AUTHORITY.

F. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IN NO EVENT 

SHALL THE CLEARING HOUSE OR ANY OF ITS CLEARING HOUSE 

REPRESENTATIVES, AFFILIATES OR AFFILIATES’ REPRESENTATIVES BE 

LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR 

SPECIAL DAMAGES (WHETHER OR NOT THE CLEARING HOUSE OR ANY 

SUCH PERSON HAD BEEN INFORMED OR NOTIFIED OR WAS AWARE OF 

THE POSSIBILITY OF SUCH DAMAGES).

G. ANY CLAIM FOR REDRESS OR DAMAGES HEREUNDER SHALL BE FILED 

IN A COURT OF COMPETENT JURISDICTION WITHIN ONE YEAR OF THE 
169

DATE ON WHICH SUCH CLAIM ALLEGEDLY AROSE. FAILURE TO

INSTITUTE LITIGATION WITHIN SUCH TIME PERIOD SHALL BE DEEMED TO 

BE A WAIVER OF SUCH CLAIM AND THE CLAIM SHALL BE OF NO FURTHER 

FORCE OR EFFECT. THE ALLOCATIONS OF LIABILITY IN THIS 13.8 RULE 

REPRESENT THE AGREED AND BARGAINED FOR UNDERSTANDING OF 

THE PARTIES, AND EACH PARTY ACKNOWLEDGES THAT THE OTHER 

PARTY’S RIGHTS AND OBLIGATIONS HEREUNDER REFLECT SUCH 

ALLOCATIONS. THE PARTIES AGREE THAT THEY WILL NOT ALLEGE 

THAT THIS REMEDY FAILS ITS ESSENTIAL PURPOSE.

H. THE LIMITATIONS ON LIABILITY IN THIS RULE 13.8 SHALL NOT PROTECT 

ANY PARTY FOR WHICH THERE HAS BEEN A FINAL DETERMINATION 

(INCLUDING EXHAUSTION OF ANY APPEALS) BY A COURT OR 

ARBITRATOR TO HAVE ENGAGED IN WILLFUL OR WANTON MISCONDUCT 

OR FRAUD. ADDITIONALLY, THE FOREGOING LIMITATIONS ON LIABILITY 

OF THIS RULE SHALL BE SUBJECT TO THE CEA AND THE REGULATIONS 

PROMULGATED THEREUNDER, EACH AS IN EFFECT FROM TIME TO TIME.

Rule 13.10 Approved Kalshi Binary Contract Specifications
1110 Brickell Avenue

Suite 430k-200

Miami, FL 33131

https://ledgerx.com

6

Appendix C

See attached Final version of the revised LedgerX Rulebook.
LedgerX LLC

Rules

version 21.03

March 26, 2021
TABLE OF CONTENTS

Page

-iCHAPTER 1 Definitions............................................................................................................... 2

Rule 1.1 Definitions.......................................................................................................... 2

Rule 1.2 Rules of Construction...................................................................................... 13

CHAPTER 2 Company Governance ......................................................................................... 15

Rule 2.1 Ownership ....................................................................................................... 15

Rule 2.2 Board............................................................................................................... 15

Rule 2.3 Officers............................................................................................................ 17

Rule 2.4 Eligibility and Fitness....................................................................................... 18

Rule 2.5 LedgerPrime.................................................................................................... 20

Rule 2.6 Committees and Subcommittees .................................................................... 20

Rule 2.7 Regulatory Oversight Committee .................................................................... 21

Rule 2.8 Risk Management Committee......................................................................... 22

Rule 2.9 Participant Committee..................................................................................... 23

Rule 2.10 Nominating Committee.................................................................................. 23

Rule 2.11 Disciplinary Panel and Appeals Committee .................................................. 24

Rule 2.12 Emergency Rules.......................................................................................... 25

Rule 2.13 Conflicts of Interest........................................................................................ 28

Rule 2.14 Recordkeeping .............................................................................................. 31

Rule 2.15 Information-Sharing Agreements .................................................................. 31

Rule 2.16 Recordkeeping and Reporting Requirements ............................................... 32

Rule 2.17 Public Information.......................................................................................... 33

CHAPTER 3 Participants........................................................................................................... 35

Rule 3.1 Jurisdiction, Applicability of Rules ................................................................... 35

Rule 3.2 Participants – Applications, Agreements, Eligibility Criteria, 

Classifications and Privileges........................................................................ 36

Rule 3.3 Participant Obligations .................................................................................... 40

Rule 3.4 Customer Account Requirements for FCM Participants.................................. 48

Rule 3.5 Customer Funds Maintained With the Company............................................. 49

Rule 3.6 Dues, Fees and Expenses Payable by Participants........................................ 49

Rule 3.7 Recording of Communications ........................................................................ 50

Rule 3.8 Independent Software Vendors....................................................................... 50

Rule 3.9 Participant Accounts and Customer Accounts ................................................ 51

Rule 3.10 Withdrawal of Participant............................................................................... 53
TABLE OF CONTENTS

(continued)

Page

-iiCHAPTER 4 Liquidity Providers................................................................................................ 55

Rule 4.1 Application and Agreement ............................................................................. 55

Rule 4.2 Appointment .................................................................................................... 55

Rule 4.3 Benefits ........................................................................................................... 56

Rule 4.4 Obligations ...................................................................................................... 56

CHAPTER 5 Method for Trading Company Contracts .............................................................. 57

Rule 5.1 User IDs .......................................................................................................... 57

Rule 5.2 Order Entry and Audit Trail.............................................................................. 58

Rule 5.3 Order Type ...................................................................................................... 62

Rule 5.4 Trading Contracts on Behalf of Customers ..................................................... 63

Rule 5.5 Execution Methods.......................................................................................... 63

Rule 5.6 Trading Hours.................................................................................................. 64

Rule 5.7 Block Trades ................................................................................................... 64

Rule 5.8 Exchange for Physical Transactions ............................................................... 65

CHAPTER 6 Clearing and Delivery........................................................................................... 67

Rule 6.1 Clearance and Substitution ............................................................................. 67

Rule 6.2 Settlement of Company Contracts .................................................................. 68

Rule 6.3 Deposit Procedures......................................................................................... 69

Rule 6.4 Withdrawal Procedures ................................................................................... 70

Rule 6.5 Deliveries......................................................................................................... 71

Rule 6.6 Reconciliation.................................................................................................. 71

Rule 6.7 Swap Data Reporting ...................................................................................... 71

CHAPTER 7 Margin .................................................................................................................. 73

Rule 7.1 Full Collateralization of Company Contracts Required.................................... 73

Rule 7.2 Collateral ......................................................................................................... 73

Rule 7.3 Segregation of Participant Funds.................................................................... 74

Rule 7.4 Concentration Limits........................................................................................ 75

CHAPTER 8 Business Conduct and Trading Practices ............................................................ 76

Rule 8.1 Scope .............................................................................................................. 76

Rule 8.2 Procedures...................................................................................................... 76

Rule 8.3 Prohibited Trading Activity; Prohibitions on Fictitious Transactions, 

Fraudulent Activity and Manipulation ............................................................ 76
TABLE OF CONTENTS

(continued)

Page

-iiiRule 8.4 Prohibition on Money Passing, Pre-Arranged, Pre-Negotiated and NonCompetitive Trades ....................................................................................... 77

Rule 8.5 Acts Detrimental to the Welfare or Reputation of the Company Prohibited .... 78

Rule 8.6 Misuse of the Platform..................................................................................... 78

Rule 8.7 Supervision; Information Sharing .................................................................... 78

Rule 8.8 Business Conduct ........................................................................................... 78

Rule 8.9 Trading Practices ............................................................................................ 79

Rule 8.10 Customer Order Priority ................................................................................ 81

Rule 8.11 Trading Against Customer Orders................................................................. 81

Rule 8.12 Prohibition on Withholding of Customer Orders............................................ 82

Rule 8.13 Execution Priority .......................................................................................... 82

Rule 8.14 Crossing Orders ............................................................................................ 82

Rule 8.15 Position Limits ............................................................................................... 82

Rule 8.16 Position Accountability Levels....................................................................... 84

Rule 8.17 Aggregation of Positions ............................................................................... 85

Rule 8.18 Large Trader Reporting................................................................................. 85

Rule 8.19 Compliance ................................................................................................... 86

CHAPTER 9 Discipline and Enforcement.................................................................................. 88

Rule 9.1 General............................................................................................................ 88

Rule 9.2 Investigations .................................................................................................. 90

Rule 9.3 Disciplinary Panel............................................................................................ 92

Rule 9.4 Notice of Charges............................................................................................ 93

Rule 9.5 Contesting and Appeals .................................................................................. 93

Rule 9.6 Settlements ..................................................................................................... 96

Rule 9.7 Notice of Decision ........................................................................................... 97

Rule 9.8 Penalties.......................................................................................................... 98

Rule 9.9 Summary Suspension ..................................................................................... 98

Rule 9.10 Reporting Violations to the Commission ..................................................... 100

CHAPTER 10 Arbitration......................................................................................................... 102

Rule 10.1 In General.................................................................................................... 102

Rule 10.2 Fair and Equitable Arbitration Procedures .................................................. 103

Rule 10.3 Withdrawal of Arbitration Claim................................................................... 104

Rule 10.4 Penalties...................................................................................................... 104
TABLE OF CONTENTS

(continued)

Page

-ivRule 10.5 Arbitration Panel.......................................................................................... 105

CHAPTER 11 Miscellaneous................................................................................................... 106

Rule 11.1 Adjustments Necessitated by Material Changes in the Underlying............. 106

Rule 11.2 Prohibition on Trading by Company Personnel; Misuse of Material, NonPublic Information........................................................................................ 106

Rule 11.3 Property Rights............................................................................................ 107

Rule 11.4 Signatures ................................................................................................... 109

Rule 11.5 Governing Law ............................................................................................ 109

Rule 11.6 Legal Proceedings....................................................................................... 109

Rule 11.7 LIMITATION OF LIABILITY; NO WARRANTIES ........................................ 110

Rule 11.8 Error Trade Policy ....................................................................................... 114

Rule 11.9 Company Contacts...................................................................................... 119

Rule 11.10 Reasonability Levels ................................................................................. 119

Rule 11.11 No Cancellation Ranges............................................................................ 119

Rule 11.12 Amendments to the Rules......................................................................... 120

Rule 11.13 Transfer of Trades..................................................................................... 120

Rule 11.14 Digital Currency Fork Policy...................................................................... 121

CHAPTER 12 Company Contract Specifications .................................................................... 121

Rule 12.1 USD/BTC Options ....................................................................................... 121

Rule 12.2 Day-Ahead USD/BTC Swaps...................................................................... 123

Rule 12.3 USD/BTC Weekly Options .......................................................................... 125

Rule 12.4 Day-Ahead USD/BTC Options .................................................................... 128

Rule 12.5 BTC Block Height Options........................................................................... 130

Rule 12.6 Monthly USD/BTC Mini Options.................................................................. 131

Rule 12.7 Day-Ahead USD/BTC Mini Swaps .............................................................. 133

Rule 12.8 Weekly USD/BTC Mini Options................................................................... 135

Rule 12.9 Day-Ahead USD/BTC Futures .................................................................... 137

Rule 12.10 Weekly USD/BTC Futures......................................................................... 139

Rule 12.11 Monthly USD/BTC Futures........................................................................ 140

Rule 12.12 Day-Ahead USD/BTC Mini Futures........................................................... 142

Rule 12.13 Weekly USD/BTC Mini Futures................................................................. 144

Rule 12.14 Monthly USD/BTC Mini Futures ................................................................ 146

Rule 12.15 USD/ETH Deci Options............................................................................. 148
TABLE OF CONTENTS

(continued)

Page

-vRule 12.16 USD/ETH Deci Futures ............................................................................. 150

Rule 12.17 Day-Ahead USD/ETH Deci Swaps............................................................ 152

CHAPTER 13 - CLEARING SERVICES FOR KALSHI ........................................................... 156

Rule 13.1 Clearing Services for Kalshi ........................................................................ 156

Rule 13.2 Clearance and Substitution of Kalshi Binary Contracts............................... 156

Rule 13.2.1 Clearance and Substitution.................................................................. 156

Rule 13.2.2 Settlement of Kalshi Binary Contracts.................................................. 157

Rule 13.2.3 Deposit Procedures.............................................................................. 157

Rule 13.3 Margin for Kalshi Binary Contracts.............................................................. 160

Rule 13.4 Clearing House Systems and Collateral...................................................... 162

Rule 13.5 LedgerX API................................................................................................ 163

Rule 13.6 Other Rules That Are Applicable To Kalshi Participants............................. 164

Rule 13.7 Other Rules That Are Not Applicable To Kalshi Participants. ..................... 164

Rule 13.8 Liability ........................................................................................................ 165

Rule 13.9 LIMITATION OF LIABILITY; NO WARRANTIES FOR CLEARING 

SERVICES .................................................................................................. 165
1

Rules of LedgerX LLC

Introduction

The Commodity Exchange Act requires that LedgerX LLC comply with the core principles set forth 

in the Commodity Exchange Act, as amended, and the regulations, rules and orders of the 

Commodity Futures Trading Commission, and establish, monitor and enforce its Rules relating to 

its business as a Designated Contract Market and Derivatives Clearing Organization. The 

following Rules of LedgerX LLC pertain to the trading of Company Contracts on the Company 

DCM, the clearing of Company Contracts on the Company DCO, the clearing of other Contracts 

as a provider of Clearing Services, and the rights and Obligations of Participants in connection 

with such activities.
2

CHAPTER 1 Definitions

Rule 1.1 Definitions

As used in these Rules, the following terms have the following respective meanings:

Affiliate: A Person who, directly or indirectly, controls, is controlled by, or is under 

common control with another Person.

Appeals Committee: A committee of the Board composed of Directors pursuant to Rule 

2.11, and that acts in an adjudicative role and fulfills various adjudicative responsibilities 

and duties as described in Chapter 9.

Applicable Law: With respect to any Person, any statute, law, regulation, rule or 

ordinance of any government, governmental or self-regulatory authority applicable to such 

Person, including without limitation the CEA and CFTC Regulations and any laws and 

regulations relating to economic or trade sanctions.

As soon as technologically practicable: As soon as possible, taking into consideration 

the prevalence, implementation and use of technology by comparable market participants.

Authorized Representative: With respect to any Participant that is an entity, an officer of 

such entity who is responsible for supervising all activities of the Participant, its Authorized 

User(s) and its employees relating to Transactions, and for providing information regarding 

the Participant to the Company upon request of the Company.

Authorized User: A natural person who is either employed by or is an agent of a 

Participant and who is authorized by the Participant to trade on the Company DCM on 

behalf of the Participant, and in the case of FCM Participants, intermediate Orders and 

clear Transactions on behalf of Customers, provided that the Participant maintains 

supervisory authority over such individual’s trading activities, but Authorized Users shall 

not include (i) employees or agents of Customers or (ii) Customers that are natural 

persons.

Binary Contract means an options contract with two positions which settle to an 

outcome of “YES” or “NO,” rather than settling to a price or value.

Block Trade: A privately negotiated transaction effected away from the Platform in 

accordance with Rule 5.7.

Board: The Board of Directors of the Company.
3

Bitcoin: A Digital Currency.

Business Day: Any day on which the Company DCM is open for trading, as the context 

requires.

CEA: The Commodity Exchange Act, as amended.

CFTC Regulations: The regulations of the CFTC, as in effect from time to time, including 

any Commission-issued orders or interpretive or no-action letters.

Chief Compliance Officer: The individual appointed by the Board to serve as the 

Company’s chief compliance officer.

Chief Executive Officer: The individual appointed by the Board to serve as the 

Company’s chief executive officer.

Chief Risk Officer: The individual appointed by the Board to serve as the Company’s 

chief risk officer.

Cleared Swaps Customer: As defined in §22.1 of CFTC Regulations.

Cleared Swaps Customer Account: As defined in §22.1 of CFTC Regulations and, for 

purposes of these Rules, shall include an account established and maintained for a 

Cleared Swaps Customer by the Company on the Company’s books and records to which 

a financial asset is or may be credited in accordance with these Rules and such other 

procedures as the Company may implement from time to time.

Collateral Account: With respect to: (1) Participants, including an FCM Participant’s 

Proprietary Accounts, each Participant’s and FCM Participant’s Participant Account and 

an account opened and maintained by the Company at a Settlement Bank (a) to which a 

Participant or FCM Participant transfers funds and (b) from which the Company is 

authorized to debit fees and margin or option premium, and debit or credit settlement 

payments, as applicable; and (2) FCM Participants, each FCM Participant’s Customer 

Account and an account opened and maintained by the Company at a Settlement Bank 

(a) to which an FCM Participant transfers Customer Funds and (b) from which the 

Company is authorized to debit fees and margin or option premium, and debit or credit 

settlement payments, as applicable.

Cleared Swaps Customer Collateral: As defined in §22.1 of CFTC Regulations.

Cleared Swaps Proprietary Account: As defined in §22.1 of CFTC Regulations.
4

Clearing House means the Company, in its capacity as a DCO.

Clearing Services means the provision by the Clearing House to another registered DCM 

that is unaffiliated with the Company of fully collateralized clearing, settlement and 

ancillary services as set forth in Chapter 13.

Clearing Privileges: Any right granted by the Company to a Participant to clear 

Company Contracts or Kalshi Binary Contracts.

Commission or CFTC: The U.S. Commodity Futures Trading Commission.

Company: LedgerX LLC. For the avoidance of doubt, references to the “Company” 

generally shall refer to the Company in its capacity as a DCM, and/or DCO, as the context 

requires.

Company Contract: Any derivative contract, including a futures contract, option contract 

or swap agreement, based on one or more Underlying and listed for trading on the 

Company DCM or subject to the Rules.

Company Contract Specifications: The terms and conditions of a Company Contract as 

initially published in the Rules and posted on the Website and thereafter as published in 

the Rules, posted on the Website and sent in Participant Notices.

Company DCM: The Designated Contract Market of the Company.

Company DCO: The Derivatives Clearing Organization of the Company.

Company Official: A Director, Officer, committee member, or such other individual as the 

Board may designate from time to time.

Company Personnel: A Company employee, consultant of the Company, contractor of 

the Company or agent of the Company.

Company Representative: Any Company Official, Company employee, consultant of the 

Company, contractor of the Company or agent of the Company.

Company Telecommunication Systems: The Company’s designated 

telecommunications systems (e.g., telephone and instant messaging) used for pre-trade 

communications and noncompetitive executions permitted in accordance with these 

Rules, access to which is provided to Participants by the Company.

Compliance Department: The department, reporting to the Chief Compliance Officer, 

that is responsible for compliance, investigations and disciplinary proceedings.
5

Contract means any derivative contract, including a futures contract, Binary Contract, 

option contract or swap agreement, based on one or more Underlying and for which the 

Clearing House provides Clearing Services subject to the Rules.

Critical Security Parameters or CSPs: Company-assigned private authentication tokens 

such as automated passwords and cryptographic keys used to access the Platform 

together with the User ID for security purposes.

Customer: (i) A Participant that has authorized an Executing Participant to execute 

Orders on behalf of such Participant on or subject to the Rules of the Company, provided 

that such Participant shall not be deemed to be a Customer with respect to the clearing or 

settlement of its Transactions or its margin or option premium associated with such 

Transaction; (ii) a Cleared Swaps Customer; (iii) a Futures Customer; or (iv) both an 

Executing Participant’s Customer and a Cleared Swaps Customer or a Futures Customer, 

in each case as the context requires.

Customer Account: A Cleared Swaps Customer Account or a Customer Segregated 

Account, as the context requires.

Customer Funds: As defined in CFTC Regulation 1.3.

Customer ID: The identifying code an FCM Participant assigns to a Customer and 

includes in each Customer Order to identify the individual customer on whose behalf the 

FCM Participant is exercising Trading Privileges and/or Clearing Privileges.

Customer Segregated Account: A “futures account,” as defined in CFTC Regulation 

1.3, and, for purposes of these Rules, shall include an account established and maintained 

for a Futures Customer by the Company on the Company’s books and records to which a 

financial asset is or may be credited in accordance with these Rules and such other 

procedures as the Company may implement from time to time.

Customer Type Indicator Code or CTI: A symbol that indicates the buying and selling 

customer types, as required by CFTC Regulation 1.35(g).

Derivatives Clearing Organization or DCO: As set forth in Section 1a(15) of the CEA 

and registered with the Commission pursuant to Section 5b of the CEA and in accordance 

with the provisions of Part 39 of CFTC Regulations.
6

Designated Contract Market or DCM: A board of trade designated by the CFTC as a 

contract market under Section 5 of the CEA and in accordance with the provisions of Part 

38 of CFTC Regulations.

Digital Currency: A medium of exchange stored and transferred electronically, including, 

but not limited to, Bitcoin.

Director: A member of the Board.

Disciplinary Action: Any inquiry, investigation, disciplinary proceeding, appeal from a 

disciplinary proceeding, summary imposition of fines, summary suspension or other 

summary action.

Disciplinary Panel: A panel appointed by the Regulatory Oversight Committee pursuant 

to Rule 2.11 to act in an adjudicative role and fulfill various adjudicative responsibilities 

and duties as described in Chapter 9.

Discretionary Order: As defined in Rule 8.10.

EFP transaction: An exchange for physical transaction effected away from the Platform 

in accordance with Rule 5.8.

Eligible Contract Participant or ECP: As set forth in Section 1a(18) of the CEA and as 

further defined in CFTC Regulation 1.3(m).

Emergency: Any occurrence or circumstance which, in the opinion of the Board, the Chief 

Executive Officer, the Chief Compliance Officer, or a designee duly authorized to issue 

such an opinion, requires immediate action, and which threatens, or may threaten, such 

things as the fair and orderly trading in, the liquidation, settlement, delivery, or the integrity 

of, any Company Contract, or the timely collection and payment of funds in connection 

with clearing and settlement by the Company, including without limitation:

a. any circumstance that may materially affect the performance of any Company 

Contract, including without limitation failure of the payment system, the bankruptcy 

or insolvency of any Participant, or any actual, attempted or threatened theft or 

forgery of, or other interference with, the Underlying or delivery or transfer thereof;

b. any action taken by any United States or foreign regulatory, self-regulatory, 

judicial, arbitral, or governmental (whether national, state or municipal) or quasigovernmental authority, or any agency, department, instrumentality, or subdivision 

thereof; or other Person exercising, or entitled to exercise any administrative, 
7

executive, judicial, legislative, police, regulatory or taxing authority or power; or 

any other entity registered with the Commission, board of trade, market or facility 

which may have a direct impact on trading on the Company or clearing and 

settlement of any Company Contract;

c. any actual, attempted or threatened corner, squeeze, congestion, or undue 

concentration of positions in any Company Contract;

d. any other circumstance that may have a severe, adverse effect upon the 

functioning of the Company DCM or the Company DCO; or

e. any manipulative or attempted manipulative activity.

Emergency Action: An action deemed to be necessary or appropriate to respond to an 

Emergency and taken pursuant to Rule 2.12.

Emergency Rules: Procedures or rules adopted in response to an Emergency pursuant 

to Rule 2.12.

Executing Participant: A Participant that has executed a Participant Application and 

Agreement and is authorized to enter into Orders and Transactions for its own account 

and is authorized to execute Orders as agent for other Participants and is registered with 

the Commission as a futures commission merchant, introducing broker, commodity pool 

operator or commodity trading advisor, or is exempt from registration as such.

FCM Participant: A Participant that is registered with the Commission as a Futures 

Commission Merchant and as a swap firm and to whom the Company has granted Trading 

Privileges and Clearing Privileges with respect to its Customer and Proprietary Account, 

as applicable.

Futures Commission Merchant or FCM: As defined in Section 1a(28) of the CEA and 

in CFTC Regulation 1.3(p).

Futures Customer: As defined in CFTC Regulation 1.3.

Futures Proprietary Account: A “proprietary account,” as defined in CFTC Regulation 

1.3.

Independent Software Vendor or ISV: A Person that makes available to Participants a 

system or platform offering smart order routing, front-end trading applications, 

aggregation, or a combination of the foregoing, but that does not provide Participants the 

ability to effect Swaps on such system or platform.
8

Kalshi Binary Contract means a Binary Contract that is: approved by the Clearing House 

for Clearing Services pursuant to the Clearing House Rules; listed by Kalshi for trading by 

Kalshi Participants; entered into between two Kalshi Participants; and fully collateralized 

when entered into on Kalshi.

Kalshi Binary Contract Specifications means the Kalshi Binary Contracts specifications 

set forth in Chapter [13].

Kalshi Participant means a member of Kalshi that has submitted the applicable 

Participant Application and Agreement and has been approved by the Clearing House to 

submit Kalshi Binary Contracts to Clearing House for Clearing Services, which approval 

has not been revoked or withdrawn, and maintains a Collateral Account and Participant 

Account with the Clearing House.

KalshiEX, LLC or Kalshi shall mean KalshiEX, LLC, which is a DCM registered with the 

CFTC for which the Clearing House provides Clearing Services as specified in Chapter 

13 of these Rules.

LedgerPrime: As defined in Rule 2.5.

Legal Entity Identifier or LEI: The identifying code that is required of each counterparty 

to any swap subject to the CFTC’s jurisdiction and that is used in all recordkeeping and 

all swap data reporting pursuant to Part 45 of CFTC Regulations, including any 

predecessor identifiers and including the Global Markets Entity Identifier or GMEI, which 

is the current identifier required by the CFTC until the establishment of a global Legal 

Entity Identifier system. LEIs must be renewed on an annual basis.

Life Cycle Event: Any event that would result in either a change to a primary economic 

term of a Swap or to any primary economic terms data previously reported to a Swap Data 

Repository in connection with a Swap. Examples of such events include, without limitation, 

a counterparty change resulting from an assignment or novation; a partial or full 

termination of the Swap; a change to the end date for the Swap; a change in the cash 

flows or rates originally reported; availability of a LEI for a Swap counterparty previously 

identified by name or by some other identifier; or a corporate action affecting a security or 

securities on which the swap is based (e.g., a merger, dividend, stock split, or bankruptcy). 

Life Cycle Event data means all of the data elements necessary to fully report any Life 

Cycle Event. 

Liquidity Provider: As defined in Chapter 4.
9

Liquidity Provider Agreement: An agreement between the Company and a Liquidity 

Provider that must be executed for a Participant to act as a Liquidity Provider.

Market Participant Director: A Director who has been found by the Board to be an 

authorized representative of a Participant and suitable to be a Director pursuant to Section 

5b(c)(2)(Q) of the CEA. 

Matching Engine: The set of algorithms through which Orders are matched.

Material Relationship: As set forth in Rule 2.2F.

NFA: The National Futures Association.

Nominating Committee: The committee of the Board constituted in accordance with Rule 

2.10.

Notice of Charges: As set forth in Rule 9.4.

Novation: The process by which a party to a Swap transfers all of its rights, liabilities, 

duties and obligations under the Swap to a new legal party other than the counterparty to 

the Swap. The transferee accepts all of the transferor's rights, liabilities, duties and 

obligations under the swap. A Novation is valid as long as the transferor and the remaining 

party to the Swap are given notice, and the transferor, transferee and remaining party to 

the Swap consent to the transfer.

Obligation: Any Rule, order or procedure issued by the Company, including a Participant 

Notice or other requirement implemented by the Company under the Rules (including each 

term and condition of a Company Contract), as well as any contractual obligations 

between, on the one hand, a Person, and on the other hand, the Company, and any Order 

or Transaction entered into by a Participant or its Authorized User.

OFAC: The Office of Foreign Assets Control of the U.S. Department of the Treasury.

Officer: An individual as set forth in Rule 2.3.

Operating Agreement: The Limited Liability Company Operating Agreement of the 

Company, as it may be modified from time to time.

Order: Either a bid or an offer for a Company Contract entered on the Platform or subject 

to the Rules.

Oversight Panel: As defined in CFTC Regulation 1.69,
10

Participant: A Person that has executed the Participant Application and Agreement and 

is authorized to enter into Orders and Transactions for its own account. As used in the 

Rules, the term Participant includes an FCM Participant, an Executing Participant and a 

Liquidity Provider unless the context requires otherwise. A Participant must be an ECP to 

be eligible to enter into Block Trades on the Company DCM. A Participant is not required 

to be an ECP to be eligible to enter into EFP and central limit order book transactions on 

the Company DCM or on another DCM. References to the term Participant in the Rules

includes a Kalshi Participant, but only with respect to the provision of Clearing Services 

by the Clearing House.

Participant Account: An account established and maintained for a Participant by the 

Company on its books and records to which a financial asset is or may be credited in 

accordance with these Rules and such other procedures as the Company may implement 

from time to time.

Participant Application and Agreement: An application submitted by an applicant for 

Participant status and an agreement between the Company and a Participant that must 

be executed for a Participant to gain access to the Company DCM and/or the Company 

DCO for the entry and execution of Orders and/or clearance of Transactions.

Participant Committee: The committee of the Board constituted in accordance with Rule 

2.9.

Participant Notice: A communication sent by or on behalf of the Company to all 

Participants in accordance with Rule 2.17.

Participant Portal: The vehicle through which Participants send and receive messages 

to or from the Company and other Participants, update account and contact information, 

and submit deposit and withdrawal notifications.

Person: As defined in Section 1a(38) of the CEA and in CFTC Regulation 1.3(u).

Platform: The electronic trading facility operated by the Company to provide Participants 

with the ability to execute Orders and Transactions from the interaction of multiple bids 

and multiple offers within a pre-determined, non-discretionary automated trade matching 

and execution algorithm.
11

Position Limit: The maximum number of positions, either net long or net short, in one 

Series or a combination of various Series with the same Underlying that may be held or 

controlled by a Participant as prescribed by the Company or the Commission.

Proprietary Account: A Cleared Swaps Proprietary Account or a Futures Proprietary 

Account, as the context requires.

Proprietary Data and Personal Information: Information identifying a natural person 

(e.g., name, e-mail address) or other data proprietary to any Person that discloses such 

Person’s trade secrets, market positions and/or other business transactions, excluding 

Transaction Data.

Proprietary Information: As set forth in Rule 11.3A.

Public Director: A Director who has been found by the Board to have no Material 

Relationship with the Company in accordance with Rule 2.2F.

Public dissemination and publicly disseminate: To publish and make available Swap 

transaction and pricing data in a non-discriminatory manner, through the Internet or other 

electronic data feed that is widely published (in a manner that is freely available and readily 

accessible to the public) and in machine-readable electronic format.

Regulatory Agency: Any government body, including the Commission, and any 

organization, whether domestic or foreign, granted authority under statutory or regulatory 

provisions to regulate its own activities and the activities of its members, and includes 

LedgerX LLC, any other clearing organization or contract market, and the NFA.

Regulatory Oversight Committee: The committee of the Board constituted in 

accordance with Rule 2.7.

Required Swap Continuation Data: As set forth in CFTC Regulation 45.1.

Required Swap Creation Data: As set forth in CFTC Regulation 45.1.

Regulatory Swap Data: Includes (i) Swap Transaction and Pricing Data, (ii) Required 

Swap Creation Data and (iii) Required Swap Continuation Data.

Reporting Counterparty: As set forth in Part 45 of CFTC Regulations and means the 

Participant that is designated as the Reporting Counterparty pursuant to Rule 5.1.

Respondent: Any Person subject to a Disciplinary Action and such Person’s legal counsel 

or representative.
12

Risk Management Committee: The committee appointed by the Board and constituted 

in accordance with Rule 2.8.

Rules: These rules of the Company, as in effect and as may be amended from time to 

time.

Self-Regulatory Organization: As set forth in CFTC Regulation 1.3(ee) and includes a 

DCO.

Series: All Company Contracts having identical terms, including Settlement Date and the 

value or range of values of an Underlying or category of asset class.

Settlement Bank: A depository approved by the Company as an acceptable location for 

depositing Participant funds or Customer Funds, as applicable.

Settlement Bank Business Day: A day a Settlement Bank is open for business.

Settlement Date: A Business Day on which: (1) a Participant properly tenders to the 

Company an exercise notice on an option contract, resulting in the delivery of the 

Underlying and payment on the next Settlement Bank Business Day following the 

exercise; (2) an open futures contract matures; or (3) the Company automatically closes 

out and settles a Participant’s Company Contracts that offset one another. A Company 

Contract that is an option and that has not been exercised on or before the last trading 

day will expire with no value.

Swap: A Company Contract that is a swap as defined in Section 1a(47) of the CEA and 

as further defined by CFTC Regulation 1.3(xxx), and shall include Company Contracts 

that are options as set forth in the Company Contract Specifications.

Swap Data Repository or SDR: As set forth in Section 1a(48) of the CEA and registered 

with the Commission pursuant to Section 21 of the CEA and in accordance with Part 49 

of CFTC Regulations.

Swap Execution Facility: As set forth in Section 1a(50) of the CEA and registered with 

the Commission pursuant to Section 5h of the CEA and in accordance with the provisions 

of Part 37 of CFTC Regulations.

Swap Transaction and Pricing Data: Any data required to be reported under Part 43 of 

CFTC Regulations.
13

Trading Hours: The hours during which Orders may be entered on the Company DCM 

or subject to the Rules, as set forth in Rule 5.6, and as may be revised from time to time, 

by the Company as disclosed on the Website and through Participant Notices.

Trading Privilege: Any right granted by the Company to a Participant to transmit 

Orders for a Company Contract; provided, however, that Trading Privileges for the 

Kalshi Binary Contracts are not provided through the Company in its capacity as a 

DCM.

Transaction: Any purchase or sale of any Company Contract made on the Company or 

pursuant to the Rules.

Transaction Data: Orders, bids, offers and related information concerning Company 

Contracts executed subject to the Rules, together with all information and other content 

contained in, displayed on, generated by or derived from the Platform.

UCC: The Uniform Commercial Code as in effect in the State of New York.

Underlying: The index, rate, risk, measure, instrument, differential, indicator, value, 

contingency, commodity, occurrence, or extent of an occurrence that shall determine the 

amount payable or deliverable under a Company Contract.

Unique Swap Identifier or USI: The unique swap identifier, which shall be created, 

transmitted, and used for each swap executed on LedgerX as provided in CFTC 

Regulation 45.5.

User ID: The unique identifier registered with the Company that the Company assigns to 

an Authorized User, and which is included on each Order to enable the Company to 

identify the Person entering such Orders, and, with respect to an Order entered by an 

Executing Participant on behalf of a Customer, the Customer.

Website: The Company home page or a website to which the Company home page has 

a link.

Rule 1.2 Rules of Construction

For purposes of these Rules, the following rules of construction shall apply:

1. Words conveying a singular number include the plural number, where the 

context permits, and vice versa.
14

2. References to any Regulatory Agency include any successor Regulatory 

Agency.

3. If, for any reason, a Rule is found or determined to be invalid or 

unenforceable by a court of law, the Commission or another governmental 

or quasi-governmental agency with supervisory authority, such Rule shall 

be considered severed from the Rules and all other Rules shall remain in 

full force and effect.

4. All references to time are to the local time in New York, New York unless 

expressly provided otherwise.

5. All terms defined in the UCC and not otherwise defined herein shall have 

the respective meanings accorded to them therein.

6. In the event of a conflict between these Rules and a non-disclosure 

agreement between the Company or an Affiliate of the Company and a 

Participant or Customer, these Rules shall govern.

7. In the event of a conflict between these Rules and the CEA or CFTC 

Regulations, the applicable provision of the CEA and/or CFTC Regulation 

shall govern.
15

CHAPTER 2 Company Governance

Rule 2.1 Ownership

The Company is a Delaware limited liability company. The management and operation of the 

Company is governed by the Operating Agreement and the Rules. Participant status does not 

confer any equity interest or voting right in the Company.

Rule 2.2 Board

A. The Board shall, subject to applicable provisions in the Operating Agreement:

1. Be the governing body of the Company;

2. Be constituted, and shall constitute its committees or subcommittees, to 

permit consideration of the views of market participants;

3. Have charge and control of all property of the Company;

4. Provide, acquire and maintain adequate Company offices and facilities;

5. Fix, determine and levy all Participant or other fees when necessary;

6. Determine the Company Contracts and the Company Contract 

Specifications;

7. Adopt, amend or repeal any Rules, with the input of Officers and 

committees or subcommittees;

8. Have the power to act in Emergencies as detailed in Rule 2.12; and

9. Have the power to call for review, and to affirm, modify, suspend or 

overrule, any and all decisions and actions of the Officers, committees or 

subcommittees related to the day-to-day business operations of the 

Company.

B. Any authority or discretion by the Rules vested in any Officer or delegated to any 

committee or subcommittee shall not be construed to deprive the Board of such 

authority or discretion and, in the event of a conflict, the determination of the matter 

by the Board shall prevail.

C. A majority of the Directors serving on the Board, including at least one Public 

Director, shall constitute a quorum for the transaction of business of the Board. At 

all times when the Board is conducting business at a meeting of the Board, a 
16

quorum of the Board must be present at such meeting, and the Board may act only 

by the decision of a majority of the Directors constituting a quorum of the Board by 

vote at a meeting, by unanimous written consent without a meeting, or as 

otherwise set forth in the Operating Agreement.

D. The Board shall comprise the number of Directors set forth in the Operating 

Agreement, which shall include Public Directors and Market Participant Directors 

in at least the number or percentage required under the CEA or CFTC Regulations, 

but in any event, (i) no less than two Directors shall be Public Directors and (ii) no 

less than two Directors shall be Market Participant Directors. Each Director 

(including Public Directors and Market Participant Directors) shall be appointed in 

accordance with the Operating Agreement, and shall serve until his or her 

successor is duly appointed, or until his or her earlier resignation or removal, with 

or without cause.

E. Each Director is entitled to indemnification pursuant to the Operating Agreement 

with respect to matters relating to the Company.

F. To qualify as a Public Director, an individual must be found, by the Board and on 

the record, to have no Material Relationship, as defined below, with the Company. 

The Board must make such finding at the time the Public Director is elected and 

as often as necessary in light of all circumstances relevant to such Public Director, 

but in no case less than annually. A Material Relationship is one that reasonably 

could affect the independent judgment or decision-making of the Director. The 

Board need not consider previous service as a Director of the Company to 

constitute a Material Relationship. A Director shall be considered to have a 

Material Relationship with the Company if any of the following circumstances exist 

or have existed within the past year:

1. such Director is or was an Officer or an employee of the Company, or an 

officer or an employee of an Affiliate of the Company; 

2. such Director is or was a Participant; or

3. such Director is or was a director, an officer, or an employee of a 

Participant.

G. If any of the immediate family of a Director, i.e., spouse, parents, children, and 

siblings, in each case, whether by blood, marriage, or adoption, or any person 
17

residing in the home of the Director or that of his or her immediate family have a 

Material Relationship as defined above, then that Material Relationship is deemed 

to apply to such Director.

H. The Board shall have procedures, as may be adopted by the Board from time to 

time, to remove a Director where the conduct of such Director is likely to be 

prejudicial to the sound and prudent management of the Company.

I. The Board shall review its performance and that of its individual Directors annually 

and shall consider periodically using external facilitators for such review.

Rule 2.3 Officers

A. The Board shall appoint a Chief Executive Officer, Chief Compliance Officer, Chief 

Risk Officer and such other officers of the Company as it may deem necessary or 

appropriate from time to time.

B. The Chief Compliance Officer must:

1. have the background and skills appropriate for fulfilling the responsibilities 

of the position;

2. be an individual who would not be disqualified from registration under 

Section 8a(2) or 8a(3) of the CEA;

3. report to the Board or, in the event that the Board delegates its authority to 

the Chief Executive Officer, to the Chief Executive Officer; and

4. fulfill his or her duties as required pursuant to CFTC Regulations, including, 

but not limited to, the preparation and submission of an annual compliance 

report as described in CFTC Regulation 39.10(c)(3), and assist the 

Regulatory Oversight Committee in its preparation of an annual report.

C. Any Officer may also be a director, officer, partner or employee of the Company or 

of any of its Affiliates, subject to disclosure and resolution of conflicts of interest. 

Notwithstanding the foregoing, the Chief Compliance Officer and the Chief Risk 

Officer must be two different individuals.

D. The Officers shall have such powers and duties in the management of the 

Company as the Board may prescribe from time to time, subject to any limitations 

set forth in the Operating Agreement.
18

E. Each Officer is entitled to indemnification pursuant to the Operating Agreement 

with respect to matters relating to the Company.

Rule 2.4 Eligibility and Fitness

A. An individual may not serve as a Director or Officer, or serve on a committee or 

subcommittee established by the Board or hold a 10 percent or more ownership 

interest in the Company, if the individual:

1. within the prior three years has been found, by a final decision of a court 

of competent jurisdiction, an administrative law judge, the CFTC, or any 

Self-Regulatory Organization, to have committed a disciplinary offense;

2. within the prior three years has entered into a settlement agreement in 

which any of the findings or, in the absence of such findings, any of the 

acts charged included a disciplinary offense;

3. is currently suspended from trading on a Designated Contract Market or a 

Swap Execution Facility, is suspended or expelled from membership in a 

Self-Regulatory Organization, is serving any sentence of probation, or 

owes any portion of a fine or penalty imposed pursuant to either:

a. a finding by final decision of a court of competent jurisdiction, an 

administrative law judge, the CFTC or any Self-Regulatory 

Organization that such person committed a disciplinary offense; or

b. a settlement agreement in which any of the findings or, in the 

absence of such findings, any of the acts charged included a 

disciplinary offense;

4. is currently subject to an agreement with the CFTC or Self-Regulatory 

Organization not to apply for registration with the CFTC or for membership 

in the Self-Regulatory Organization;

5. is currently, or within the past three years has been, subject to a revocation 

or suspension of registration by the CFTC, or has been convicted within 

the past three years of any of the felonies listed in Section 8a(2)(D)(ii) 

through (iv) of the CEA;

6. is currently subject to a denial, suspension or disqualification from serving 

on a disciplinary panel, arbitration panel or governing board of any self-
19

regulatory organization as that term is defined in Section 3(a)(26) of the 

Securities Exchange Act of 1934; or

7. is subject to a statutory disqualification pursuant to Section 8a(2) of the 

CEA.

For purposes of this Rule 2.4A, the terms “disciplinary offense,” “final decision” and 

“settlement agreement” have the meaning given those terms in CFTC Regulation 

1.63(a).

B. Any Director, Officer, member of a committee established by the Board and any 

individual nominated to serve in any such role, shall immediately notify the Chief 

Executive Officer if such individual is subject to one or more of the criteria in Rule 

2.4A. Prior to nomination to the Board, each individual shall certify he or she is not 

disqualified pursuant to Rule 2.4A. Upon appointment, each Director, Officer, and 

member of a committee shall provide to the Company, where applicable, changes 

in registration information within 30 days and certification of compliance 

accordingly. The Company shall verify information supporting Board compliance 

with eligibility criteria.

C. To serve as a Director, an individual must possess the ability to contribute to the 

effective oversight and management of the Company, taking into account the 

needs of the Company and such factors as the individual’s experience, 

perspective, skills and knowledge of the industry in which the Company operates.

D. A Director or Officer must meet any qualifications set forth from time to time in the 

Operating Agreement.

E. An individual may not serve on any Disciplinary Panel, arbitration panel, or the 

Appeals Committee during any proceeding affecting or concerning such individual, 

to be determined in a reasonable manner by the Company’s General Counsel.

F. If the Company determines that an individual subject to this Rule 2.4 no longer 

meets the criteria set forth in Rule 2.4.A., the Company shall inform the CFTC of 

such determination. The Company shall provide to the CFTC, upon request, an 

individual’s certification of compliance with the criteria set forth in Rule 2.4.A.
20

Rule 2.5 LedgerPrime

A. The Company’s parent company has established LedgerPrime LLC 

(“LedgerPrime”), a wholly-owned subsidiary of the Company’s parent company, to 

make markets in Company products (collectively, the “LedgerPrime Contracts”) 

cleared by the Company and to engage in hedging activities through various 

offsetting transactions. Position and counterparty limits, as well as parameters on 

LedgerPrime hedging, will be established by the Company. 

B. LedgerPrime does not receive any preferential pricing from the Company and does 

not have an inherent advantage over any other Participant with respect to latency 

or Order execution speed. 

C. LedgerPrime traders are subject to the same access criteria and must abide by the 

same rules as all other Participants.

Rule 2.6 Committees and Subcommittees

A. The Board may create, appoint Directors to serve on, and delegate powers to, 

committees and subcommittees. There shall be a Regulatory Oversight 

Committee, a Risk Management Committee, a Participant Committee, a 

Nominating Committee, a Disciplinary Panel, and an Appeals Committee. The 

Board shall designate the chairperson of each such committee, except that the 

chairperson of the Board shall designate the chairperson of the Appeals 

Committee and the Regulatory Oversight Committee shall designate the 

chairperson of the Disciplinary Panel.

B. Each committee and subcommittee shall assist in the supervision, management 

and control of the affairs of the Company within its particular area of responsibility, 

subject to the Operating Agreement and the authority of the Board.

C. Subject to the authority of the Board, each committee and subcommittee shall 

determine the manner and form in which its proceedings shall be conducted. A 

majority of the members serving on a committee or subcommittee, including at 

least one Public Director, shall constitute a quorum for the transaction of business 

of a committee or subcommittee. Each committee and subcommittee may act only 

by the decision of a quorum, by vote at a meeting or by unanimous written consent 

without a meeting. The Board has the authority to overrule the decisions of any 

committee or subcommittee.
21

Rule 2.7 Regulatory Oversight Committee

A. The Regulatory Oversight Committee shall be a standing committee of the Board 

consisting of only Public Directors, as appointed from time to time. No less than 

two Public Directors shall serve on the Regulatory Oversight Committee.

B. Each member of the Regulatory Oversight Committee shall serve for a term of one 

calendar year from the date of his or her appointment or for the remainder of his 

or her term as a Public Director, and until the due appointment of his or her 

successor, or until his or her earlier resignation or removal, with or without cause, 

as a member of the Regulatory Oversight Committee or as a Public Director. A 

member of the Regulatory Oversight Committee may serve for multiple terms.

C. The Regulatory Oversight Committee shall oversee the Company’s regulatory 

program on behalf of the Board. The Board shall delegate sufficient authority, 

dedicate sufficient resources, and allow sufficient time for the Regulatory Oversight 

Committee to fulfill its mandate. The Regulatory Oversight Committee shall make 

such recommendations to the Board that will, in its judgment, best promote the 

interests of the Company. The Regulatory Oversight Committee shall also have 

such other powers and perform such other duties as set forth in the Rules and as 

the Board may delegate to it from time to time.

D. The Regulatory Oversight Committee shall appoint individuals to the Disciplinary 

Panel in accordance with these Rules, Applicable Law and the composition 

requirements of the Disciplinary Panel. The Committee shall appoint at least one 

person who would not be disqualified from serving as a Public Director, and who 

shall serve as the Chairperson of the Disciplinary Panel.

E. The Regulatory Oversight Committee shall prepare an annual report that assesses 

the Company’s self-regulatory program for the Board and the CFTC. The annual 

report sets forth the regulatory program’s expenses, describes its staffing and 

structure, catalogues disciplinary actions taken during the year, and reviews the 

performance of the Disciplinary Panel. Such report may be prepared in 

conjunction with the Chief Compliance Officer’s annual compliance report as 

required pursuant to CFTC Regulation 39.10(c)(3).

F. Without limiting the generality of the foregoing, the Regulatory Oversight 

Committee shall have the authority to:
22

1. monitor the regulatory program of the Company for sufficiency, 

effectiveness, and independence;

2. oversee all facets of the regulatory program, including trade practice and 

market surveillance; audits, examinations, and other regulatory 

responsibilities with respect to Participants (including ensuring compliance 

with financial integrity, financial reporting, sales practice, recordkeeping, 

and other requirements); and the conduct of investigations;

3. review the size and allocation of the regulatory budget and resources; and 

the number, hiring, termination, and compensation of regulatory personnel;

4. supervise the Chief Compliance Officer of the Company, who will report 

directly to the Regulatory Oversight Committee and to the Board or, if the 

Board delegates such authority, to the Chief Executive Officer;

5. recommend changes that would ensure fair, vigorous, and effective 

regulation; and

6. review all regulatory proposals prior to implementation and advise the 

Board as to whether and how such changes may impact regulation.

Rule 2.8 Risk Management Committee

A. The Risk Management Committee shall be a standing committee consisting of no 

fewer than one Public Director, one Market Participant Director, and one Company 

Officer. The Risk Management Committee also may allow the participation of other 

market participants.

B. Each member of the Risk Management Committee shall serve for a term of one 

calendar year from the date of his or her appointment or for the remainder of his 

or her term as a Public Director, as applicable, and until the due appointment of 

his or her successor, or until his or her earlier resignation or removal, with or 

without cause, as a member of the Risk Management Committee or as a Public 

Director. A member of the Risk Management Committee may serve for multiple 

terms.

C. The Risk Management Committee shall oversee the Company’s risk management 

program. The Board shall delegate sufficient authority, dedicate sufficient 

resources, and allow sufficient time for the Risk Management Committee to fulfill 
23

its mandate. The Risk Management Committee shall make such recommendations 

to the Board that will, in its judgment, best promote the interests of the Company. 

The Risk Management Committee shall also have such other powers and perform 

such other duties as set forth in the Rules and as the Board may delegate to it from 

time to time.

Rule 2.9 Participant Committee

A. The Participant Committee shall be a standing committee of the Board consisting 

of at least 35 percent Public Directors, as appointed from time to time. No less 

than two Public Directors shall serve on the Participant Committee.

B. Each member of the Participant Committee shall serve for a term of one calendar 

year from the date of his or her appointment or for the remainder of his or her term 

as a Public Director, as applicable, and until the due appointment of his or her 

successor, or until his or her earlier resignation or removal, with or without cause, 

as a member of the Participant Committee or as a Public Director. A member of 

the Participant Committee may serve for multiple terms.

C. The Participant Committee shall determine the standards and requirements for 

initial and continuing membership or participation eligibility; review appeals of 

Company staff denials of Participant, Executing Participant and Liquidity Provider 

applications; and approve measures that would result in different categories or 

classes of Company membership. In reviewing staff denials, the Participant 

Committee shall not uphold any such Company staff denial if the relevant 

application satisfies the standards and requirements that the Participant 

Committee sets forth. The Participant Committee shall not, and shall not permit 

the Company to, restrict access or impose burdens on access in a discriminatory 

manner, within each category or class of Participants or between similarly situated 

categories or classes of Participants.

Rule 2.10 Nominating Committee

A. The Nominating Committee shall be a standing committee of the Board consisting 

of at least 51 percent Public Directors, as appointed from time to time. No less 

than two Public Directors shall serve on the Nominating Committee.

B. Each member of the Nominating Committee shall serve for a term of one calendar 

year from the date of his or her appointment or for the remainder of his or her term 
24

as a Public Director, as applicable, and until the due appointment of his or her 

successor, or until his or her earlier resignation or removal, with or without cause, 

as a member of the Nominating Committee or as a Public Director. A member of 

the Nominating Committee may serve for multiple terms.

C. The Nominating Committee shall identify individuals qualified to serve on the 

Board, consistent with criteria approved by the Board, and with the composition 

requirements set forth in the Rules or Operating Agreement. The Nominating 

Committee shall administer a process for the nomination of individuals to the 

Board. The Board shall delegate sufficient authority, dedicate sufficient resources, 

and allow sufficient time for the Nominating Committee to fulfill its mandate. The 

Nominating Committee shall make such recommendations to the Board that will, 

in its judgment, best promote the interests of the Company. The Nominating 

Committee shall also have such other powers and perform such other duties as 

set forth in the Rules and as the Board may delegate to it from time to time.

Rule 2.11 Disciplinary Panel and Appeals Committee

A. The Disciplinary Panel shall be:

1. a standing committee consisting of at least three members, including at 

least one person who would not be disqualified from serving as a Public 

Director who will serve as the chairperson, as appointed from time to time. 

At least one member of the Disciplinary Panel must be a Participant or an 

employee of a Participant. The Board may establish more than one 

Disciplinary Panel. The Regulatory Oversight Committee will appoint 

individuals for membership on the Disciplinary Panel. Each Disciplinary 

Panel shall include members with sufficient differing experience and 

Participant interests so as to ensure fairness and to prevent special 

treatment or preference for any Person.

2. responsible for conducting hearings, rendering decisions, and imposing 

sanctions with respect to any Disciplinary Action. The Disciplinary Panel 

shall also have such other powers and perform such other duties as set 

forth in the Rules and as the Board may determine from time to time.

B. Each member of the Disciplinary Panel shall serve for a term of two calendar years 

from the date of his or her appointment, and until the due appointment of his or her 
25

successor, or until his or her earlier resignation or removal, with or without cause, 

as a member of the Disciplinary Panel. A member of the Disciplinary Panel may 

serve for multiple terms.

C. The Appeals Committee shall be:

1. a standing committee consisting of at least three members of the Board. 

The members of the Appeals Committee and its Chairperson shall be 

appointed by the Chairperson of the Board, provided that, at all times the 

Appeals Committee shall include at least one Public Director who shall 

serve as the Chairperson of the Appeals Committee.

2. responsible for conducting hearings of appeals of decisions of the 

Disciplinary Panel, rendering decisions of such appeals, and imposing 

sanctions with respect to such appeals. The Appeals Committee shall also 

have such other powers and perform such other duties as set forth in these 

Rules and as the Board may determine from time to time.

D. Each member of the Appeals Committee shall serve for a term of one calendar 

year from the date of his or her appointment or for the remainder of his or her term 

as a Public Director, as applicable, and until the due appointment of his or her 

successor, or until his or her earlier resignation or removal, with or without cause, 

as a member of the Appeals Committee or as a Public Director. A member of the 

Appeals Committee may serve for multiple terms.

Rule 2.12 Emergency Rules

A. During an Emergency, the Company may implement temporary emergency 

procedures and rules pursuant to Rule 2.12D, subject to the applicable provisions 

of the CEA and CFTC Regulations.

B. The Chief Executive Officer or his or her designee and the Chief Compliance 

Officer or his or her designee, acting in conjunction or, if it is not possible to act in 

conjunction, acting alone, are authorized to determine whether an Emergency 

exists and whether Emergency Rules or Emergency Actions are warranted. 

Emergency Rules may require or authorize the Company, the Board, any 

committee of the Board or any Officer to take Emergency Actions, including, but 

not limited to, the following actions:
26

1. suspend or curtail trading in, or limit trading to liquidation, for any Company 

Contract;

2. extend or shorten the last trading date for any Company Contract;

3. provide alternative settlement mechanisms for any Company Contract 

(including by altering the settlement terms or conditions or fixing the 

settlement price) or suspend the transfer of the Underlying;

4. order the transfer or liquidation of open positions in any Company Contract; 

provided that if a Company Contract is fungible with a contract on another 

platform in addition to the Company, the liquidation or transfer of open 

interest in such Company Contract will be ordered only as directed, or 

agreed to, by CFTC staff or the CFTC;

5. extend, shorten or change the Trading Hours or the expiration date of any 

Company Contract;

6. require Participants to meet special margin requirements;

7. order the transfer of Company Contracts and the associated margin or alter 

any Company Contract’s settlement terms or conditions;

8. impose or modify position limits, price limits, and intraday market 

restrictions; or

9. any other action, if so directed by the CFTC.

C. Before taking an Emergency Action, the effects of such Emergency Action on 

markets underlying the Company Contract(s) affected by such Emergency Action, 

on markets that are linked or referenced to such Company Contracts and similar 

markets on other trading venues, or any potential conflicts of interest shall be 

considered and documented as required under Rule 2.12F.

D. Before any Emergency Rule may be adopted and enforced, the Regulatory 

Oversight Committee shall approve the implementation of such Emergency Rule 

at a duly convened meeting. If the Chief Executive Officer, or his or her designee, 

or if the Chief Executive Officer or his or her designee is unavailable, the Chief 

Compliance Officer, or his or her designee, determines that Emergency Rules 

must be implemented with respect to an Emergency before a meeting of the 

Regulatory Oversight Committee can reasonably be convened, then the Chief 
27

Executive Officer, or his or her designee, or if the Chief Executive Officer or his or 

her designee is unavailable, the Chief Compliance Officer, or his or her designee, 

shall have the authority, without Board or committee action, to implement any 

Emergency Rules with respect to such Emergency that he or she deems 

necessary or appropriate to respond to such Emergency. In such circumstances, 

the Chief Executive Officer, or his or her designee, or if the Chief Executive Officer 

or his or her designee is unavailable, the Chief Compliance Officer, or his or her 

designee, must convene a meeting of the Regulatory Oversight Committee to ratify 

the actions taken by the Chief Executive Officer, or his or her designee, or the 

Chief Compliance Officer, or his or her designee, as soon as practicable. 

Whenever the Company implements an Emergency Rule or takes an Emergency 

Action, a duly authorized representative of the Company, where possible, will 

inform Participants through a Participant Notice.

E. The Company will use reasonable efforts to notify the CFTC and the Board prior 

to implementing, modifying or terminating an Emergency Rule. If such prior 

notification is not possible or practicable, the Company will notify the CFTC and 

the Board as soon as possible or reasonably practicable, but in any event no longer 

than 24 hours after implementing, modifying or terminating an Emergency Rule.

F. Upon taking any Emergency Action, the Company will document the decisionmaking process related to such Emergency Action, including the process for 

minimizing conflicts of interest, the extent to which the Company considered the 

effect of its Emergency Action on the Underlying markets and on markets that are 

linked or referenced to the contract market and similar markets on other trading 

venues, and reasons for using emergency authority under this Rule 2.12. Such 

documentation will be maintained in accordance with Rule 2.14.

G. The Chief Executive Officer, or his or her designee, or if the Chief Executive Officer 

or his or her designee is unavailable, the Chief Compliance Officer, or his or her 

designee, may determine that an Emergency has been reduced sufficiently to 

allow the Company to resume normal functioning, in which case any Emergency 

Actions responding to such Emergency will be terminated and a duly authorized 

representative of the Company will inform Participants through a Participant 

Notice.
28

H. Participants must promptly notify the Company of any circumstance that may give 

rise to a declaration of an Emergency.

Rule 2.13 Conflicts of Interest

A. Named Party in Interest Conflict

1. No member of the Board, Oversight Panel or Disciplinary Panel shall 

participate in such body’s deliberations or voting in any matter involving a 

named party in interest where such member:

a. is the named party in interest in the matter;

b. is an employer, employee or fellow employee of a named party in 

interest;

c. is associated with a named party in interest through a “broker 

association” as defined in CFTC Regulation 156.1;

d. has any other significant, ongoing business relationship with a 

named party in interest, excluding relationships limited to Company 

Contracts; or

e. has a family relationship (i.e., the member’s spouse, parents, 

children, and siblings, in each case, whether by blood, marriage, or 

adoption, or any person residing in the home of the member or that 

of his or her immediate family) with a named party in interest.

2. Prior to consideration of any matter involving a named party in interest, 

each member of the deliberating body shall disclose to the Chief 

Compliance Officer whether such member has one of the relationships 

listed above with a named party in interest.

3. The Chief Compliance Officer shall determine whether any member of the 

relevant deliberating body is subject to a conflicts restriction under this Rule 

2.13A. Such determination shall be based upon a review of the following 

information:

a. information provided by such member pursuant to clause (2) above; 

and
29

b. any other source of information that is held by and reasonably 

available to the Company.

B. Financial Interest in a Significant Action Conflict

1. No member of the Board, Oversight Panel or Disciplinary Panel shall 

participate in the body’s deliberations or voting on any significant action if 

such member knowingly has a direct and substantial financial interest in 

the result of the vote based upon either Company or non-Company 

positions that could reasonably be expected to be affected by the action.

2. Prior to consideration of any significant action, each member of the

deliberating body who does not choose to abstain from deliberations and 

voting shall disclose to the Chief Compliance Officer any information that 

may be relevant to a determination of whether such member has a direct 

and substantial financial interest in the result of the vote.

3. The Chief Compliance Officer shall determine whether any member of the 

relevant deliberating body who does not choose to abstain from 

deliberations and voting is subject to a conflicts restriction under this Rule 

2.13B. Such determination shall be based upon a review of the following 

information:

a. the most recent large trader reports and clearing records available 

to the Company;

b. gross positions held at the Company in the member's personal 

accounts or “controlled accounts,” as defined in CFTC Regulation 

1.3(j);

c. gross positions held at the Company in proprietary accounts, as 

defined in CFTC Regulation 1.17(b)(3), at the member's affiliated 

firm;

d. gross positions held at the Company in accounts in which the 

member is a principal, as defined in CFTC Regulation 3.1(a);

e. net positions held at the Company in “customer” accounts, as 

defined in CFTC Regulation 1.17(b)(2), at the member's affiliated 

firm;
30

f. any other types of positions, whether maintained at the Company 

or elsewhere, held in the member's personal accounts or the 

proprietary accounts of the member's affiliated firm that the Chief 

Compliance Officer reasonably expects could be affected by the 

significant action;

g. information provided by such member pursuant to clause (2) above; 

and

h. any other information reasonably available to the Company, taking 

into consideration the exigency of the significant action being 

contemplated.

4. Any member who would otherwise be required to abstain from deliberations 

and voting pursuant to clause (1) above may participate in deliberations, 

but not in voting, if the deliberating body, after considering the factors 

specified below, determines that such participation would be consistent 

with the public interest; provided, however, that before reaching any such 

determination, the deliberating body will fully consider the information 

specified in clause (3) above which is the basis for such member’s direct 

and substantial financial interest in the significant action that is being 

contemplated. In making its determination, the deliberating body shall 

consider:

a. whether such member’s participation in the deliberations is 

necessary to achieve a quorum; and

b. whether such member has unique or special expertise, knowledge 

or experience in the matter being considered.

C. The minutes of any meeting to which the conflicts determination procedures set 

forth in this Rule apply shall reflect the following information:

1. the names of all members who participated in such meeting;

2. the name of any member who voluntarily recused himself or herself or was 

required to abstain from deliberations or voting on a matter and the reason 

for the recusal or abstention, if stated;
31

3. the information that was reviewed for each member of the relevant 

deliberating body; and

4. any determination made in accordance with Rule 2.13A.3 or Rule 2.13B.4

above.

Rule 2.14 Recordkeeping

A. The Company shall keep, or cause to be kept, complete and accurate books and 

records of accounts and activities of the Company, including all books, records and 

other documentation required to be maintained pursuant to the CEA and CFTC 

Regulations.

B. The Company shall retain all such books and records in accordance with the CEA 

and CFTC Regulations.

C. The Company will provide information required to be maintained or provided 

pursuant to the CEA and CFTC Regulations to the Commission, the U.S. 

Securities and Exchange Commission, the U.S. Department of Justice or any 

representative of a prudential regulator as authorized by the Commission, upon 

request, in each case in the form and manner required under these Rules, and/or 

the CEA and CFTC Regulations.

Rule 2.15 Information-Sharing Agreements

A. The Company may enter into information-sharing agreements or other 

arrangements or procedures to coordinate surveillance with other markets on 

which financial instruments related to the Company Contracts trade. As part of any 

information-sharing agreements or other arrangements or procedures adopted 

pursuant to this Rule, the Company may:

1. provide market surveillance reports to other markets;

2. share information and documents concerning current and former 

Participants or Authorized Users with other markets;

3. share information and documents concerning ongoing and completed 

investigations with other markets; or

4. require its current or former Participants or Authorized Users to provide 

information and documents to the Company at the request of other markets 
32

with which the Company has an information-sharing agreement or other 

arrangements or procedures.

B. The Company may enter into any information-sharing agreements or other 

arrangements or procedures, including an information-sharing agreement or other 

arrangement or procedure similar to that described above in paragraph (A), with 

any Person or body (including but not limited to a Regulatory Agency or Swap Data 

Repository) if the Company considers such agreement, arrangement or 

procedures to be in furtherance of the Company’s purpose or duties under these 

Rules or Applicable Law.

C. The Company may provide information to a duly authorized foreign governmental 

authority, as directed by the CFTC, in accordance with an information-sharing 

agreement or other arrangements or procedures executed with such foreign 

governmental authority or the CFTC.

Rule 2.16 Recordkeeping and Reporting Requirements

A. In the event the Board rejects a recommendation or supersedes an action of the 

Regulatory Oversight Committee, the Risk Management Committee or the Chief 

Compliance Officer, the Company shall maintain documentation detailing: (1) the 

recommendation or action of the Regulatory Oversight Committee, the Risk 

Management Committee or the Chief Compliance Officer, as the case may be; (2) 

the rationale for such recommendation or action; (3) the rationale of the Board for 

rejecting such recommendation or superseding such action; and (4) the course of 

action that the Board decided to take contrary to such recommendation or action.

B. In the event that the Risk Management Committee rejects a recommendation or 

supersedes an action of any of its subcommittees, the Company shall maintain 

documentation detailing (1) the recommendation or action of the subcommittee; 

(2) the rationale for such recommendation or action; (3) the rationale of the Risk 

Management Committee for rejecting such recommendation or superseding such 

action; and (4) the course of action that the Risk Management Committee decided 

to take contrary to such recommendation or action.

C. In accordance with Rule 6.7, the Company shall report all Transactions of Swaps 

subject to reporting by the Company pursuant to applicable CFTC Regulations to 

a Swap Data Repository selected by the Company for such purpose within the time 
33

limits set forth in CFTC Regulations. Parties to a Transaction where reporting is 

required shall be responsible for any of their own reporting obligations. 

Participants shall include with any Order sufficient information to enable the 

Company to report all Required Swap Creation Data pursuant to Part 45 of CFTC 

Regulations, including but not limited to the information prescribed under Rule 

5.2B.10 (to the extent such information is not pre-populated by the Platform). 

Participants may provide certain data to the Company in the Participant Application 

and Agreement, such as whether the Participant is a U.S. person, swap dealer, 

major swap participant, or financial entity as defined in the Participant Application 

and Agreement. Participants must inform the Company immediately of any 

change in status that would affect data to be reported to a Swap Data Repository 

in accordance with Rule 6.7.

D. The Company shall record and report to the CFTC all data required to be reported 

to the CFTC under Part 16 of CFTC Regulations, in the form and manner required 

by CFTC Regulations.

E. The Company shall keep and maintain books and records identifying each Order 

submitted to the Company and each Transaction effected pursuant to these Rules, 

including the identification of the execution method (e.g., central limit order book, 

Block Trade, EFP) with respect to each such Order and Transaction. These books 

and records shall be kept and maintained in accordance with the CEA and CFTC 

Regulations.

F. The Company shall submit to the CFTC within thirty days after each Board election 

a list of the Board’s Directors, the Participant interests they represent, and how the 

composition of the Board meets the requirements of CFTC Regulation 1.64(b) and 

the Company’s Rules and procedures.

Rule 2.17 Public Information

A. Accurate, complete and current copies of these Rules and Company Contract 

Specifications shall be published on the Website.

B. The Company shall make public on a daily basis information on settlement prices, 

volume, open interest, and opening and closing ranges for actively traded 

Company Contracts.
34

C. Except as provided herein, the Company shall publish on its Website a Participant 

Notice with respect to each addition to, modification of, or clarification of, the Rules, 

the Matching Engine, and any Company Contract Specification prior to the earlier 

of:

1. the effective date thereof; and

2. the filing of such change with the Commission.

D. If confidential treatment is sought with respect to any information the Company 

submits to a Regulatory Agency, only the public version of such filing shall be 

disclosed pursuant to Rule 2.17C.

E. Any Participant Notice shall be deemed to have been made to all Participants and 

any other such Person as may be required by sending such Participant Notice to 

the email address on file with the Company and by posting the Participant Notice 

on the Website.

F. Any information published in accordance with this Rule 2.17 shall specify whether 

it applies to the Company DCM and/or the Company DCO.
35

CHAPTER 3 Participants

Rule 3.1 Jurisdiction, Applicability of Rules

A. ANY PERSON, INCLUDING A PARTICIPANT OR AN AUTHORIZED USER, 

DIRECTLY OR INDIRECTLY INITIATING, EXECUTING, AND/OR CLEARING A 

TRANSACTION ON THE COMPANY OR SUBJECT TO THESE RULES, AND 

ANY PERSON FOR WHOSE BENEFIT SUCH A TRANSACTION HAS BEEN 

INITIATED OR EXECUTED, OR CLEARED, INCLUDING CUSTOMERS, AND AN 

AUTHORIZED REPRESENTATIVE AND, FOR THE AVOIDANCE OF DOUBT, 

AN FCM PARTICIPANT, EXECUTING PARTICIPANT AND A LIQUIDITY 

PROVIDER, AND ANY EMPLOYEE OR AGENT OF A PARTICIPANT, AND ANY 

OTHER PERSON ACCESSING THE PLATFORM: (i) AGREES TO BE BOUND 

BY AND COMPLY WITH THESE RULES, THE OBLIGATIONS AND 

APPLICABLE LAW, IN EACH CASE TO THE EXTENT APPLICABLE TO SUCH 

PERSON; (ii) EXPRESSLY CONSENTS AND SUBMITS TO THE JURISDICTION 

OF THE COMPANY WITH RESPECT TO ANY AND ALL MATTERS ARISING 

FROM, RELATED TO, OR IN CONNECTION WITH, THE STATUS, ACTIONS OR 

OMISSIONS OF SUCH PERSON; AND (iii) AGREES TO ASSIST THE 

COMPANY IN COMPLYING WITH THE COMPANY’S LEGAL AND 

REGULATORY OBLIGATIONS, COOPERATE WITH THE COMPANY, THE 

CFTC AND ANY REGULATORY AGENCY WITH JURISDICTION OVER THE 

COMPANY IN ANY INQUIRY, INVESTIGATION, AUDIT, EXAMINATION OR 

PROCEEDING. ANY AMENDMENTS TO OR THE REPEAL OF A RULE, OR THE 

ADOPTION OF A NEW RULE, SHALL, UPON THE EFFECTIVE DATE OF SUCH 

AMENDMENT, REPEAL OR ADOPTION, AS APPLICABLE, BE BINDING ON 

ALL PERSONS SUBJECT TO THE JURISDICTION OF THE COMPANY, 

REGARDLESS OF WHEN SUCH PERSON BECAME SUBJECT TO THE 

COMPANY’S JURISDICTION, AND ON ALL COMPANY CONTRACTS AS 

APPLICABLE.

B. ALL COMPANY PARTICIPANTS ARE ALSO SUBJECT TO THE JURISDICTION 

OF THE CFTC REGARDLESS OF LOCATION, NATIONALITY, CITIZENSHIP, 

OR PLACE OF INCORPORATION.
36

Rule 3.2 Participants – Applications, Agreements, Eligibility Criteria, Classifications and 

Privileges

LedgerX LLC will provide access to the Platform (including but not limited to the central limit order 

book) and related services in an impartial, transparent, fair and non-discriminatory manner.

A. Each Participant shall have the right to access electronically the Platform, including 

the right to place Orders for each of its Proprietary Accounts, provided that such 

Participant is eligible for and has applied and received Trading Privileges and 

Clearing Privileges. In order to become a Participant, an applicant must:

1. complete and submit the Company Participant Application and Agreement, 

User Agreement, and application fee, as may be established by the 

Company from time to time;

2. not be subject to any economic or trade sanctions programs administered 

by OFAC or other relevant U.S. or non-U.S. authority, and must not be 

listed on OFAC’s List of Specially-Designated Nationals and Blocked 

Persons, or if applicant is an entity, not include any such person among its 

beneficial owners;

3. (for U.S. applicants:) if an applicant is an entity, be validly organized, and 

in good standing, in the United States;

4. (for Singapore applicants:) if an applicant is an entity, be validly organized, 

and in good standing, in Singapore; and must not be listed as a designated 

individual or entity as to terrorism or targeted financial sanctions by the 

Money Authority of Singapore;

5. (for Singapore applicants:) if an applicant is a natural person, be a citizen 

of Singapore; and must not be listed as a designated individual or entity as 

to terrorism or targeted financial sanctions by the Money Authority of 

Singapore;

6. (for non-U.S. applicants:) if an applicant is an entity, be validly organized 

and in good standing in its jurisdiction of organization, and 

7. as applicable, be an Eligible Contract Participant in order to enter into Block 

Trades;
37

8. not be prohibited from using the services of the Company for any reason 

whatsoever;

9. have a good reputation and business integrity and maintain adequate 

financial resources and credit;

10. not have filed for bankruptcy and not be insolvent;

11. designate at least one Authorized User (or in the case of a natural person 

Participant, such Person shall be deemed to be the Authorized User);

12. if an applicant is an entity, designate at least two Authorized 

Representatives (or in the case of a natural person Participant, such 

Person shall be deemed to be the sole Authorized Representative) who are 

responsible for supervising all activities of the Participant, its Authorized 

User(s) and its employees relating to Transactions, for making withdrawal 

requests and for providing any information the Company may request 

regarding such Participant; provided, that upon request the Company may 

permit an entity applicant to designate a single Authorized Representative 

in the Chief Compliance Officer’s sole discretion; and

13. meet any other criteria and provide the Company with any other information 

the Company may request regarding the Participant.

B. Each FCM Participant shall have the right to access electronically the Platform, 

including the right to place Orders for each of its Proprietary Accounts or Customer 

Accounts, provided that such FCM Participant is eligible for and has applied and 

received Trading Privileges and Clearing Privileges. The Company does not 

currently have any FCM Participants or other Participants that may execute 

intermediated trades. In order to become an FCM Participant, an FCM applicant 

must: 

1. satisfy the conditions in 0;

2. be validly organized and in good standing, in the United States; 

3. have sufficient operational capabilities and resources to support the 

Platform and Underlying transfer requirements, including sufficient: (a) 

policies and procedures, (b) understanding of and support for the Company 
38

Contracts and transfers of the Underlying, (c) asset security and cyber 

security procedures and (d) AML controls;

4. have sufficient ability, appropriate accounts and technical support to clear 

the Underlying, including maintenance of the requisite Collateral Accounts 

at all times; 

5. submit to the Company a letter confirming that the applicant will maintain 

all Customer Funds deposited with it in connection with trading any 

Company Contract in appropriately labeled and segregated Customer 

Accounts, as required by Commission regulations; 

6. if the FCM applicant seeks to facilitate Block Trades for one or more 

Customers, agree to confirm that each Customer executing a Block Trade 

represents that it is an ECP; and

7. meet any other criteria or complete any additional applications that the 

Company may request.

C. Prior to becoming an FCM Participant, FCM applicants must submit to the 

Company: (i) a guarantee agreement on a form prescribed by the Company 

defining the FCM Participant’s obligation to financially guarantee the applicant’s 

Orders and Transactions and those of the applicant’s Customers, signed by the 

FCM Participant; and (ii) an agreement authorizing the Company to unilaterally 

debit any Collateral Accounts in accordance with these Rules, Company policies 

and procedures and in amounts solely determined by the Company. 

D. The Company may in its sole discretion approve, deny, or condition any FCM 

Participant application as the Company deems necessary or appropriate. 

E. If an FCM Participant application is approved by the Company, the applicant will 

be a FCM Participant of the Company with Trading Privileges and Clearing 

Privileges with respect to its Customers and its Proprietary Account, as applicable.

F. To be eligible to become an Executing Participant, an applicant must:

1. satisfy the conditions in 0;

2. complete the Executing Participant representation of the Participant 

Application and Agreement; 
39

3. if the Executing Participant seeks to facilitate Block Trades for one or more 

Customers, agree to confirm that each Customer executing a Block Trade 

represents that it is an ECP; and

4. be registered as a futures commission merchant, introducing broker or 

commodity trading advisor, or be exempt from registration as such. 

G. Submission of a Participant Application and Agreement to the Company 

constitutes the applicant’s agreement to be bound by the Rules and the published 

policies of the Company.

H. No person affiliated, within the meaning of Section 5b(c)(2)(O) of the CEA, with a 

director of the Company or a Participant (for purposes of this Rule, an “affiliate”) 

shall meet criteria for refusal to register a person under Section 8a(2) of the CEA; 

unless the Risk Management Committee finds that there are special circumstances 

warranting the waiver of such disqualification with respect to the affiliate.

1. With respect to affiliates, the Board shall be entitled to rely on a 

representation from the relevant director or Participant that, to the best of 

such person’s knowledge, none of its affiliates is subject to disqualification 

pursuant to the Company’s fitness standards and that such person will 

notify the Company if at any time such director or Participant becomes 

aware that any such affiliate fails to meet the fitness standards.

2. Section 5b(c)(2)(O)(ii)(IV) of the CEA requires each DCO to establish 

Fitness Standards for persons with direct access to the settlement or 

clearing activities of the DCO (“Access Persons”). The only persons with 

such access are Participants. 

I. Applicants for Participant status of the Company may withdraw their applications 

at any time without prejudice or without losing their right to apply at a future time.

J. Company staff may, in its sole discretion, approve, deny, or condition any 

Participant application as Company staff deems necessary or appropriate.

1. In the event that Company staff decides to decline or condition an 

application for admission as a Participant, or to terminate a Person’s status 

as Participant, Company staff shall notify such Person thereof in a written 

notice sent to the address provided by the Person in the Participant 
40

Application and Agreement or maintained in the Company’s registry of 

Participants. The written notice will specify the basis for the Company’s 

decision. Such Person may, within 28 Business Days, request in writing 

that the Participant Committee reconsider the determination.

2. Within 28 Business Days of receiving a request for reconsideration, the 

Participant Committee shall confirm, reverse or modify the denial, condition 

or terminate the Participant status of such Person, and shall promptly notify 

such Person accordingly in writing. The Participant Committee may, in its 

sole discretion, schedule a hearing (in person or by teleconference), 

request additional information from such Person or establish any other 

process that it believes is necessary or appropriate to consider the request 

for reconsideration.

3. The Participant Committee’s decision is the final action of the Company 

and is not subject to appeal within the Company.

K. Upon approval by the Company of an applicant’s Participant Application and 

Agreement, the applicant will be deemed to be a Participant, and shall continue to 

comply with all applicable eligibility criteria in this Rule or as the Company may 

require, and shall have the following privileges, which the Company may revoke, 

amend, or expand in accordance with, or by amending, these Rules:

1. Trading Privileges and Clearing Privileges;

2. To intermediate the execution of Customer Transactions on the Company, 

if approved as an Executing Participant;

3. To intermediate Orders and clear Transactions on behalf of Customers, if 

approved as an FCM Participant; and

4. To distribute Company data to its Customers pursuant to any data 

distribution agreement with the Company.

L. The Company will apply Participant access criteria in a fair and non-discriminatory 

manner that is not anti-competitive.

Rule 3.3 Participant Obligations

A. Each Participant and any Authorized User(s) thereof, must comply with these 

Rules, applicable provisions of the CEA and relevant CFTC Regulations. Each 
41

Participant and any Authorized User(s) thereof also must cooperate promptly and 

fully with the Company, its agents, and the CFTC in any investigation, call for 

information, inquiry, audit, examination, or proceeding. Such cooperation shall 

include providing the Company with access to information on the activities of such 

Participant and/or its Authorized User(s) in any referenced market that provides 

the underlying prices for any Company market. If any Participant or Authorized 

User thereof fails to satisfy any Obligation, the Company may revoke or suspend 

the Participant’s privileges in full or in part. Each Participant also may be subject 

to civil or criminal prosecution.

B. Each Participant consents to allow the Company to provide all information the 

Company has about the Participant, including the Participant’s and Customers’ 

trading activity, to the CFTC or any other Regulatory Agency, law enforcement 

authority, or judicial tribunal, including (as may be required by information-sharing 

agreements or other arrangements or procedures or other contractual, regulatory, 

or legal provisions) foreign regulatory or self-regulatory bodies, law enforcement 

authorities, or judicial tribunals without notice to the Participant.

C. Each Participant consents to the Company providing information related to Know 

Your Customer or Anti-Money Laundering to Settlement Banks or potential 

Settlement Banks.

D. Each Participant must establish and maintain cyber security policies and 

procedures to protect each such Participant’s systems, including, but not limited 

to, any API.

E. Each Participant must represent to the Company that each such Participant has 

established and maintains an account to hold Underlying and will adhere to the 

Company’s collateral transfer procedures. Each Participant agrees to provide and 

accept collateral when required to do so by the Company.

F. Each Participant and Customer, upon a request of the Company or any Regulatory 

Agency, must promptly respond to any requests for information, including by 

providing any necessary information for the Company to perform any of the 

functions described in the CEA.

G. Participant Recordkeeping:
42

1. Swaps. With respect to each Company Contract that is a Swap, each 

Participant and Customer must prepare, maintain, keep current and retain 

those books and records for the life of each Swap, including records of the 

instrument used as a reference price, underlying commodities and related 

derivatives market for five years following the termination of such Swap, 

and any other books and records required by these Rules, the CEA and 

the CFTC’s Regulations for the time period required by these Rules, the 

CEA and the CFTC’s Regulations.

2. Futures Contracts. With respect to each Company Contract that is a 

futures contract (including any option on a futures contract), each 

Participant and Customer must prepare, maintain, keep current and retain 

those books and records of the trading activity, including records of the 

instrument used as a reference price, underlying commodities and related 

derivatives market for five years following execution of the Company 

Contract, and any other books and records required by these Rules, the 

CEA and the CFTC’s Regulations for the time period required by these 

Rules, the CEA and the CFTC’s Regulations.

3. The books and records required to be kept under subparagraphs 1 and 2 

above shall be readily accessible for inspection and promptly provided to 

the Company, its designated Self-Regulatory Organization, the CFTC, the 

U.S. Securities and Exchange Commission or the U.S. Department of 

Justice, upon request, in each case in the form and manner required under 

these Rules, and/or the CEA and CFTC Regulations.

H. Each Participant must immediately notify the Company in writing upon becoming 

aware:

1. that the Participant, any of the Participant’s officers or any of the 

Participant’s Authorized Users has had trading or clearing privileges 

suspended, access to, or membership or clearing membership in any 

Regulatory Agency denied;

2. that the Participant, any of the Participant’s officers or any of the 

Participant’s Authorized Users has been convicted of, pled guilty or no 
43

contest to, or entered a plea agreement to any felony in any domestic, 

foreign or military court, or with the CFTC, as applicable;

3. that the Participant, any of the Participant’s officers or any of the 

Participant’s Authorized Users has been convicted of, plead guilty or no 

contest to, or entered a plea agreement to a misdemeanor in any domestic, 

foreign or military court, or with the CFTC, as applicable, which involves:

a. embezzlement, theft, extortion, fraud, fraudulent conversion, 

forgery, counterfeiting, false pretenses, bribery, gambling, 

racketeering, or misappropriation of funds, securities or properties; 

or

b. any Transaction in or advice concerning swaps, futures, options on 

futures or securities;

4. that the Participant, any of the Participant’s officers or any of the 

Participant’s Authorized Users has been subject to, or associated with a 

firm that was subject to, regulatory proceedings before any Regulatory 

Agency;

5. of any other material change in any information contained in the 

Participant’s application, including any failure to continue to meet the 

requirements to be an Eligible Contract Participant with respect to Block 

Trades or any change in status as a swap dealer, major swap participant 

or financial entity;

6. of becoming the subject of a bankruptcy petition, receivership proceeding, 

or the equivalent, or being unable to meet any financial obligation as it 

becomes due;

7. of information that concerns any financial or business developments that 

may materially affect the Participant’s ability to continue to comply with 

applicable participation requirements; 

8. as applicable to FCM Participants and Executing Participants, of becoming 

subject to early warning reporting under CFTC Regulation 1.12; or
44

9. as applicable to FCM Participants, of any failure to segregate or maintain 

adequate Customer Funds as required by the CFTC and CFTC 

Regulations.

I. Each Participant must diligently supervise all activities of the Participant’s 

employees and/or agents, including all Authorized Users and Authorized 

Representatives, relating to Orders, Transactions and communications with the 

Company. Any violation of these Rules by any employee, Authorized 

Representative or Authorized User of a Participant may constitute a violation of the 

Rules by such Participant.

J. Each Participant must inform the Company of: (i) its LEI, if applicable, (ii) any 

change to its email address within 24 hours after such change; (iii) any changes to 

the regulatory registration information of the Participant’s Authorized Users within 

two Settlement Bank Business Days of such change; and (iv) other information 

provided in the Participant Application and Agreement within five days after any 

such change.

K. Each FCM Participant also must: 

1. Comply with the financial and reporting requirements set forth by the 

Commission and the NFA, including the requirements contained in 

Commission Regulations 1.10 and 1.17. 

2. Require Customers to maintain and provide to the FCM Participant or the 

Company upon request by the FCM Participant or the Company 

information identifying any individual who has entered orders on behalf of 

such Customer’s Account, including, but not limited to, the individual’s 

name, taxpayer or other identification number, affiliation to the Customer, 

address and contact information. 

3. At all times maintain the financial resources at or in excess of the amount 

prescribed by the Company from time to time. 

4. Maintain a Customer Account that holds Customer Funds with the 

Company and may maintain a Proprietary Account that holds the FCM 

Participant’s proprietary funds with the Company. 
45

5. Maintain a separately identifiable Customer ID for each Customer and 

provide such Customer ID with every Order submitted on the Platform on 

behalf of a Customer. 

6. Include in the FCM Participant’s Customer Account separate Customer IDs 

for each Customer based on the Customer ID that the FCM Participant 

transmits with each Order. 

7. Make an initial deposit of funds in an amount determined by the FCM 

Participant, subject to the Company requiring a greater amount, 

constituting the FCM Participant’s residual interest therein, into a Customer 

Account for excess collateral with the Company. 

8. Submit statements of financial condition at such times and in such manner 

as shall be prescribed from time to time. 

9. Use due diligence in receiving and handling Orders from Customers, 

submitting such Orders on the Platform on behalf of such Customers, 

responding to inquiries from Customers about their Orders and reporting 

back to Customers the execution of such Orders. 

10. Maintain policies and procedures acceptable to the Company that: 

a. with respect to each Customer who is an individual, restricts access 

to any system through which such individual Customer submits 

Orders to the FCM Participant for transmission to the Company to 

that individual Customer; and 

b. with respect to each Customer who is not an individual: (1) restricts 

access to any system through which the Customer’s Orders may 

be submitted to the FCM Participant for transmission to the 

Company to such individuals authorized to enter Orders on behalf 

of such Customer; (2) requires each Customer who is not an 

individual, with respect to Swaps, to have and maintain an LEI, 

which shall be provided to the Company with each order message 

submitted by such Person; (3) identifies each individual authorized 

to enter Orders on behalf of such Customer by a distinct Customer 

ID, which shall be provided to the FCM Participant and the 

Company with each order message submitted by such Person; and 
46

(4) requires the customer to maintain and provide to the FCM 

Participant or the Company upon request by the FCM Participant or 

the Company information identifying any individual who has entered 

Orders on behalf of such Customer’s account, including but not 

limited to the individual’s name, taxpayer or other identification 

number, affiliation to the Customer, address and contact 

information. 

11. Prior to an FCM Participant accepting any Orders from a Customer for 

submission to the Company: 

a. an FCM Participant must first have provided such Customer with 

the Company Risk Disclosure Statement; 

b. the Company will require certification by the FCM Participant to the 

Company that its system has the capacity to block Customer Funds 

such that the relevant Customer Account maintains sufficient funds 

to cover the Customer’s maximum loss under the Company 

Contract before the FCM Participant enters the Order and that the 

FCM Participant demonstrate that capacity to the Company. In 

addition, on an annual basis or as otherwise required by the 

Company, each FCM Participant must represent to the Company 

that the portion of the FCM Participant’s system that blocks 

Customer Funds has not been changed in any material respect or, 

if the system has been changed, the FCM Participant must identify 

any such changes and recertify the system’s capacity to block 

Customer Funds. Finally, each FCM Participant agrees to submit to 

any compliance review by the Company of its systems in this 

regard. 

12. With respect to the Associated Persons or employees of a FCM Participant: 

a. Each FCM Participant shall be responsible for diligently supervising 

the FCM Participant’s Associated Persons’ or employees’ 

compliance with all Company Rules. 
47

b. Each FCM Participant must maintain a complete and accurate list 

of all Associated Persons or employees of the FCM Participant. 

Such list shall be promptly provided to the Company upon request. 

c. Associated Persons or employees must comply with Company 

Rules. 

d. Each Associated Person or employee shall be bound by Company 

Rules to the same extent as if such person were a Participant. 

e. Each FCM Participant shall be responsible for the acts or omissions 

of the FCM Participant’s Associated Persons or employees, and 

may be liable for any fines imposed upon such Associated Persons 

or employees by the Company. Any violation of a Company rule by 

any such Associated Persons or employee may be considered a 

violation by the FCM Participant. 

13. Make and file reports in accordance with CFTC Regulations in a manner 

and form and at such times as may be prescribed by the Commission. 

14. Make and file reports with the Company at such times, in such manner and 

form, and containing such information as the Company may prescribe from 

time to time. 

15. Invest Customer Funds only in accordance with CFTC Regulations 

22.2(e)(1) and 1.25, to the extent an FCM Participant invests Customer 

Funds.

16. Prepare, maintain and keep current those books and records required by 

the rules of the Company, the CEA and CFTC Regulations. Such books 

and records shall be open to inspection and promptly provided to the 

Company, its Designated Self- Regulatory Organization (“DSRO”), the 

Commission and/or the U.S. Department of Justice and/or the U.S. 

Securities and Exchange Commission, upon request.

L. An Executing Participant must also:

1. Adhere to CFTC Regulations concerning applicable financial resources 

and financial reporting requirements, including, but not limited to, the 

requirements under CFTC Regulations 1.10 and 1.17, as applicable.
48

2. Provide a Customer ID for every Order submitted to the Company.

3. Use due diligence in receiving and handling Orders from Customers, 

submitting such Orders on the Platform on behalf of such Customers, 

responding to inquiries from Customers about their Orders and reporting 

back to Customers the execution of such Orders.

4. Maintain policies and procedures acceptable to the Company that:

a. identify each Authorized User whom the Executing Participant has 

authorized to transmit Customer Orders by a unique User ID as 

provided pursuant to Rule 5.1, which User ID shall be submitted to 

the Company with each Order submitted by such Authorized User;

b. permit access only to Authorized Users with permission to enter 

Customer Orders on behalf of the Executing Participant;

c. require each Customer who is not an individual, with respect to 

Swaps, to have and maintain a Legal Entity Identifier deemed 

acceptable under CFTC Regulations, which shall be provided to the 

Company with each order message submitted by such Person, as 

applicable; and

d. require the Customer to maintain and provide, upon request, to the 

Executing Participant or the Company information identifying any 

individual who has entered Orders on behalf of such Customer’s 

account, including, but not limited to, the individual’s name, 

taxpayer or other identification number, affiliation to the Customer, 

address and contact information.

Rule 3.4 Customer Account Requirements for FCM Participants

A. FCM Participants must comply with the requirements set forth in Parts 1 and 22 of 

CFTC Regulations. This includes, but is not limited to, the following:

1. Maintaining sufficient funds at all times in Customer Accounts.

2. Computing, recording and reporting completely and accurately the 

balances in the Statement of Segregation Requirements and Funds in 

Segregation and the Statement of Segregation Requirements and Cleared 

Swaps Customer Collateral Held in Cleared Swaps Customer Accounts.
49

3. Obtaining satisfactory Customer Segregated Account and/or Cleared 

Swaps Customer Account acknowledgment letters and identifying 

Customer Segregated Account and/or Cleared Swaps Customer Account 

as such.

4. Preparing complete and materially accurate daily Customer Segregated 

Account and Cleared Swaps Customer Account computations, as 

applicable, in a timely manner.

B. All FCM Participants must submit a daily Customer Segregated Account statement 

and a Cleared Swaps Customer Account statement, as applicable, through 

Company-approved electronic transmissions by 12:00 noon on the following 

Settlement Bank Business Day.

C. FCM Participants must provide the Company’s Compliance Department with 

access to Customer Account information in a form and manner prescribed by the 

Compliance Department. 

D. All FCM Participants must provide written notice to the Compliance Department of 

a failure to maintain sufficient funds in Customer Accounts. The Compliance 

Department must receive immediate written notification when an FCM Participant 

knows or should have known of such failure.

E. Company staff may prescribe additional Customer Account requirements.

Rule 3.5 Customer Funds Maintained With the Company

All Customer Funds deposited with the Company on behalf of Customers shall be held in 

accordance with Parts 1 and 22 of the CFTC Regulations in an account identified as a Customer 

Segregated Account or a Cleared Swaps Customer Account, as applicable. Such Customer 

Funds shall be segregated by the Company and treated as belonging to such Customers of the 

FCM Participant. Pursuant to this rule, an FCM Participant shall satisfy the acknowledgment letter 

requirement of Rule 3.4A.3 for Customer Funds held at the Company.

Rule 3.6 Dues, Fees and Expenses Payable by Participants

A. Participants are not required to pay dues.

B. Participants may be charged fees in connection with Trading Privileges and 

Clearing Privileges in such amounts as may be revised from time to time. Fees 
50

and any revisions to such fees will be provided on the Website and in Participant 

Notices.

C. Participants may be charged fees for settlement of Company Contracts at 

expiration in an amount to be reflected from time to time on the Website and in 

Participant Notices.

D. The Company or a Settlement Bank may also deduct from a Collateral Account 

fees or expenses incurred in connection with a Participant’s trading or account 

activity, such as fees for wire transfers or check processing via electronic check, 

or storage or other fees or expenses related to Trading Privileges or Clearing 

Privileges. All such fees shall be charged in an amount to be reflected from time 

to time on the Website and in Participant Notices.

E. If the Company determines in the future to impose dues or additional fees, the 

Company shall notify the Participant of any dues or additional fees that will be 

imposed at least 10 days before they take effect.

Rule 3.7 Recording of Communications

The Company may record conversations and retain copies of electronic communications between 

Company Officials, on one hand, and Participants, their Authorized Users, Authorized 

Representatives or other agents, on the other hand. Any such recordings may be retained by the 

Company in such manner and for such periods of time as the Company may deem necessary or 

appropriate. The Company shall retain such records for the retention periods necessary to 

comply with CFTC Regulation 1.35 or such longer period as the Company deems appropriate.

Rule 3.8 Independent Software Vendors

A. A person seeking to act as an Independent Software Vendor must satisfy the 

Company’s technological integrity requirements, complete the necessary ISV 

application and access documentation, agree to abide by these Rules and 

Applicable Law, consent to the jurisdiction of the Company, and agree to not 

adversely affect the Company’s ability to comply with Applicable Law. Access to 

the Company by an ISV shall be provided pursuant to criteria that are impartial, 

transparent and applied in a fair and non-discriminatory manner. Persons seeking 

access to the Company through an ISV must themselves be Participants to have 

such access. ISVs shall be subject to fees as reflected from time to time on the 

Website and in Participant Notices.
51

B. Each ISV must immediately notify the Company in writing upon becoming aware:

1. that the ISV or any of the ISV’s officers has been convicted of, pled guilty 

or no contest to, or entered a plea agreement to any felony in any domestic, 

foreign or military court, or with the CFTC, as applicable;

2. that the ISV or any of the ISV’s officers has been convicted of, plead guilty 

or no contest to, or entered a plea agreement to a misdemeanor in any 

domestic, foreign or military court, or with the CFTC, as applicable, which 

involves:

a. embezzlement, theft, extortion, fraud, fraudulent conversion, 

forgery, counterfeiting, false pretenses, bribery, gambling, 

racketeering, or misappropriation of funds, securities or properties; 

or

b. any Transaction in or advice concerning swaps, futures, options on 

futures or securities;

3. that the ISV or any of the ISV’s officers has been subject to, or associated 

with a firm that was subject to, regulatory proceedings before any 

Regulatory Agency;

4. of any other material change in any information contained in the ISV’s 

application;

5. of becoming the subject of a bankruptcy petition, receivership proceeding, 

or the equivalent, or being unable to meet any financial obligation as it 

becomes due; and

6. of information that concerns any financial or business developments that 

may materially affect the ISV’s ability to continue to comply with applicable 

Company requirements.

C. Each ISV must inform the Company of: (i) any change to its email address within 

24 hours after such change; and (ii) other information provided in its application for 

ISV status within five days after any such change.

Rule 3.9 Participant Accounts and Customer Accounts 

A. The Company shall establish and maintain a Participant Account for each 

Participant and the Company undertakes to treat the Participant for whom such 
52

Participant Account is maintained as entitled to exercise the rights that comprise 

each financial asset which is credited to such Participant Account. However, the 

Company shall have complete and absolute discretion as to whether any particular 

financial asset is accepted by it for credit to any Participant Account.

B. The Company shall establish and maintain a Customer Account for each FCM 

Participant’s Customers and the Company undertakes to treat the FCM Participant 

for whom such Customer Account is maintained as entitled to exercise the rights 

that comprise each financial asset which is credited to such Customer Account. 

However, the Company shall have complete and absolute discretion as to whether 

any particular financial asset is accepted by it for credit to any Customer Account.

C. With respect to any Digital Currency, including, but not limited to, Bitcoin, which is 

or may be credited to any Participant Account, the following terms and conditions 

shall apply:

1. For purposes of creating a “security entitlement” as such term is defined in 

Section 8-102(a)(17) of the UCC, the Company and the Participant agree 

that: (1) the Digital Currency and any Digital Currency wallet maintained by 

the Company shall be treated as a “financial asset” as such term is defined 

in Section 8-102(a)(9) of the UCC; and (2) each Participant shall be treated 

as an “entitlement holder” as such term is defined in Section 8-102(a)(7) of 

the UCC.

2. Each Participant acknowledges that the Company is a “securities 

intermediary” as such term is defined in Section 8-102(a)(14) of the UCC.

3. Any Digital Currency which a Participant desires be credited to such 

Participant’s Participant Account shall be transferred to a Digital Currency 

wallet designated by the Company and upon such transfer the Company 

shall indicate by book entry that such Digital Currency has been credited 

to such Participant Account.

D. With respect to any Digital Currency, including, but not limited to, Bitcoin, which is 

or may be credited to any Customer Account, the following terms and conditions 

shall apply:

1. For purposes of creating a “security entitlement” as such term is defined in 

Section 8-102(a)(17) of the UCC, the Company and the Customer and the 
53

relevant FCM Participant all agree that: (1) the Digital Currency shall be 

treated as a “financial asset” as such term is defined in Section 8-102(a)(9) 

of the UCC; and (2) each FCM Participant shall be treated as an 

“entitlement holder” as such term is defined in Section 8-102(a)(7) of the 

UCC. 

2. Each Customer and each FCM Participant acknowledges that the 

Company is a “securities intermediary” as such term is defined in Section 

8-102(a)(14) of the UCC.

3. Any Digital Currency which an FCM Participant desires be credited to any 

of such FCM Participant’s Customer Accounts shall be transferred to a 

Digital Currency wallet designated by the Company and upon such transfer 

the Company shall indicate by book entry that such Digital Currency has 

been credited to any of such Customer Accounts.

E. The Company shall have only such duties and obligations with respect to each 

Participant Account and Customer Account as are set forth in Article 8 of the UCC 

or otherwise mandated by Applicable Law. Each Participant, including each FCM 

Participant, and each Customer acknowledges and agrees that the Company is 

not a fiduciary for any Participant, including any FCM Participant, or Customer.

Rule 3.10 Withdrawal of Participant

A. To withdraw from the Company, a Participant must notify the Company of its 

withdrawal. Such withdrawal shall be accepted immediately upon receipt of such 

notice by the Company and shall be effective upon such Participant’s fulfillment of 

its obligations under paragraph (C) below, or at such other time as the Company 

may determine in its reasonable discretion is desirable for the efficient operation 

of the Company. 

B. When the Company accepts the withdrawal of a Participant, all rights and 

privileges of such Participant terminate (including, without limitation, the Trading 

Privileges and Clearing Privileges) except as set forth in paragraph (C) below. The 

accepted withdrawal of a Participant shall not affect the rights of the Company 

under these Rules or relieve the former Participant of such Participant’s obligations 

under the Company Rules before such withdrawal. Notwithstanding the accepted 

withdrawal of a Participant, the withdrawn Participant remains subject to the 
54

LedgerX Rules, the Obligations and the jurisdiction of the Company for acts done 

and omissions made while a Participant, must comply with paragraphs (C) and (D) 

below, must cooperate in any Disciplinary Action under Chapter 9 as if the 

withdrawn Participant were still a Participant, and must comply with requests for 

information from the Company regarding activities and obligations while a 

Participant for at least five years following its withdrawal.

C. A Participant that has delivered a withdrawal notice pursuant to paragraph (A) 

above shall be subject to the following requirements, obligations and provisions:

1. it must use all reasonable endeavors to close out or transfer all open 

positions in its Participant Account and each of its Customer Accounts, as 

applicable, within 30 days after the Participant has delivered a withdrawal 

notice pursuant to paragraph (A) (the “wind-down period”);

2. after delivering a withdrawal notice pursuant to paragraph (A), it shall only 

be entitled to submit transactions for clearing which it can demonstrate 

have the overall effect of reducing open positions;

3. if it has any open positions with the Company (whether in the Participant 

Account or any Customer Account) after the wind-down period, the 

Participant shall be subject to the Company exercising rights under Rule 

7.2G to liquidate or transfer the open positions of the Participant.

D. Any withdrawal notice delivered by a Participant pursuant to paragraph (A) above 

shall be irrevocable by the Participant and membership may only be reinstated 

pursuant to a new application for membership following the close-out or transfer of 

all open Company Contracts in its Participant Account and each of its Customer 

Accounts, as applicable.
55

CHAPTER 4 Liquidity Providers

Rule 4.1 Application and Agreement

A. Only Participants in good standing may become Liquidity Providers on the 

Company.

B. To be considered for Liquidity Provider status, a Participant shall complete and 

execute a Liquidity Provider Agreement.

C. The designation of any Liquidity Provider may be suspended, terminated or 

restricted by the Company at any time and for any reason.

Rule 4.2 Appointment

A. The Company may appoint one or more Liquidity Providers for certain Company 

Contracts.

B. In making such appointments, the Company shall consider:

1. the financial resources available to the applicant;

2. the applicant’s trading activity in relevant swaps, futures, options on futures 

or related cash markets; and

3. the applicant’s business reputation and experience in market making in 

options and other derivative products.

C. The Company, in its sole discretion, may appoint a Participant as a Liquidity 

Provider for certain Series and may appoint multiple Liquidity Providers for certain 

Series.

D. No appointment of a Liquidity Provider shall be made without the Liquidity 

Provider’s consent to such appointment.

E. The Company shall periodically conduct an evaluation of all Liquidity Providers to 

determine whether they have fulfilled performance standards relating to, among 

other things, quality of the markets; trading activity; competitive market making; 

observance of ethical standards; business reputation; and administrative and 

financial soundness. If the Liquidity Provider fails to meet minimum performance 

standards, the Company may, among other actions, suspend, terminate or restrict 

the Liquidity Provider’s appointment.
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Rule 4.3 Benefits

Liquidity Providers may receive reduced trading fees or other incentives in accordance with any 

Liquidity Provider program in place at the Company for fulfilling the Obligations of a Liquidity 

Provider as disclosed in the applicable Liquidity Provider Agreement.

Rule 4.4 Obligations

Transactions of Liquidity Providers should constitute a course of dealing reasonably calculated to 

contribute to the maintenance of a fair and orderly market, and Liquidity Providers shall not enter 

Orders or enter into Transactions that are inconsistent with such a course of dealing. Ordinarily, 

Liquidity Providers shall be obligated to do the following:

A. comply with all other terms of the applicable Liquidity Provider Agreement; and

B. make good-faith efforts to enter on the Platform current binding bid and offer 

quotes, with a bid/offer spread as specified in the applicable Liquidity Provider 

Agreement, as necessary to ensure liquidity.
57

CHAPTER 5 Method for Trading Company Contracts

Rule 5.1 User IDs

A. Each Authorized User must have a unique User ID and a CSP.

B. Each Order entered must contain a User ID that identifies the Participant’s 

Authorized User that entered the Order.

C. Each Order entered by an FCM Participant or Executing Participant on behalf of a 

Customer must contain: (1) such Customer’s User ID or Customer ID; and (2) the 

User ID of the FCM Participant’s or Executing Participant’s Authorized User that 

entered the Order.

D. For Transactions in Swaps, (1) the Reporting Counterparty shall be established 

pursuant to CFTC Regulation 45.8, as may be amended from time to time; and (2) 

if each Participant has equal reporting status under CFTC Regulation 45.8, the 

Company shall designate the seller of a Swap as the Participant that is the 

Reporting Counterparty.

E. No Person may use a User ID to place any Order except as permitted by these 

Rules, nor may any Person knowingly permit or assist with the unauthorized use 

of a User ID. Each Participant and Authorized User shall ensure that no User ID is 

used by any Person not authorized by these Rules. Each Participant shall establish 

and maintain policies and procedures to ensure the proper use and protection of 

User IDs. An Authorized User is prohibited from using another Person’s User ID, 

unless the Authorized User is entering the Order of a Customer in accordance with 

the Rules.

F. With respect to Customers of Executing Participants, each such Customer must 

provide the User ID of any of its Authorized Users to an Executing Participant to 

allow the Executing Participant to enter Orders on behalf of such Customer.

G. Each Participant shall be solely responsible for controlling and monitoring the use 

of all User IDs and CSPs issued to its Authorized Users.

H. Each Participant shall notify the Company of the need to terminate any User IDs 

or the status of any of its Authorized Users.

I. Each Participant shall keep confidential and secure all User IDs, except as 

permitted pursuant to these Rules, as well as all CSPs and any account numbers 
58

and passwords related to the Platform and shall notify the Company promptly upon 

becoming aware of:

1. any unauthorized disclosure or use of any User ID or CSP and of any other 

compromise to a User ID or CSP that would reasonably cause the 

Company to deactivate the User ID or CSP;

2. any loss of any User ID or CSP; and

3. any unauthorized access to the Company by any Person using a User ID 

and/or CSP assigned to such Participant.

J. Each trading system that automates the generation and routing of Orders to the 

Company must have a User ID.

Rule 5.2 Order Entry and Audit Trail

A. Each Participant and Authorized User shall enter Orders on the Platform, and the 

Company shall maintain an electronic record of these entries. Each Participant 

shall be responsible for any and all Orders entered using User IDs assigned to the 

Participant or its Authorized User by the Company. Trading on the Company 

central limit order book is anonymous.

B. Each Participant’s Authorized User entering Orders on the Platform must input for 

each Order the following information (to the extent that such information is not 

provided at account creation or by the Platform):

1. the Authorized User’s User ID;

2. for an Authorized User of an FCM Participant or Executing Participant 

entering an order on behalf of a Customer, the User ID of the Authorized 

User and the Customer ID, where applicable, for whom such Authorized 

User enters an Order;

3. the Series;

4. Order type;

5. Customer Type Indicator Code;

6. buy or sell, and for options, put, call and strike;

7. price;
59

8. quantity;

9. such additional information as may be prescribed from time to time by the 

Company; and

10. for each Order to buy or sell a Swap, the Authorized User shall include with 

each such Order the following information (to the extent that such 

information is not provided at account creation or by the Platform):

a. the Legal Entity Identifier of the Participant on whose behalf the 

Order is placed;

b. a yes/no indication of whether the Participant is a swap dealer, as 

defined in Section 1a(49) of the CEA and CFTC Regulations, with 

respect to the Swap for which the Order is submitted;

c. a yes/no indication of whether the Participant or Authorized User is 

a major swap participant, as defined in Section 1a(33) of the CEA 

and CFTC Regulations, with respect to the Swap for which the 

Order is submitted;

d. a yes/no indication of whether the Participant is a financial entity, 

as defined in Section 2(h)(7)(C) of the CEA;

e. a yes/no indication of whether the Participant or Customer is a U.S. 

person, as defined in the CFTC’s July 26, 2013 Cross-Border 

Guidance, as may be amended from time to time; and

f. if the Swap will be allocated: (i) an indication that the Swap will be 

allocated; (ii) the LEI of the agent; (iii) an indication of whether the 

Swap is a post-allocation swap; and (iv) if the Swap is a postallocation swap, the unique swap identifier of the original 

transaction between the reporting counterparty and the agent.

C. In the event that an FCM Participant or Executing Participant or Authorized User 

of an FCM Participant or Executing Participant receives an Order from a Customer 

that cannot be immediately entered on the Platform, the Executing Participant or 

Authorized User of the Executing Participant must prepare a written Order ticket 

and include the account designation, date, an electronic timestamp reflecting the 

time of receipt and other information required pursuant to section (B) above. The 
60

FCM Participant or Executing Participant must enter the Order on the Platform 

when the Order becomes executable.

D. Audit Trail Requirements

1. Participants that provide connectivity to the Company are responsible for 

maintaining, or causing to be maintained, an Order routing or front-end 

audit trail for all electronic Orders, including Order entry, modification, 

cancellation and responses to such messages, entered on the Platform 

through any gateway to the Platform. The audit trail must contain all Order 

receipt, Order entry, Order modification, and response or receipt times to 

the highest level of precision achievable by the operating system, in 

accordance with CFTC requirements for electronic Orders and no more 

than one second for non-electronic Orders. The times captured must not 

be able to be modified by the Person entering the Order.

2. Participants, including Authorized Users and any Person having Trading 

Privileges, must maintain audit trail information as required by the CEA and 

CFTC Regulations, including, but not limited to, CFTC Regulations 1.31 

and 1.35 if applicable, and must be able to produce this data in a standard 

format upon request from the Regulatory Oversight Committee, 

Compliance Department or other relevant department of the Company.

3. FCM Participants must maintain a complete record of all of Customer 

Orders to trade Company Contracts received by the FCM Participant, and 

any other Transaction records, communications or data received by the 

FCM Participant regarding its Customer Accounts.

4. The audit trail must capture required fields, which include but are not limited 

to the following: all fields relating to Order entry, including the ID of a 

Company Contract, quantity, Order type, buy/sell indicator, User ID(s), 

Customer Type Indicator Code, timestamps, and, where applicable, 

stop/trigger price, type of action and action status code, and applicable 

information contained in paragraph (B) of this Rule 5.2.

5. For Orders that are executed, the audit trail must record the execution time 

of the Company Contract and all fill information.
61

6. The Compliance Department staff shall require, at least on an annual basis, 

its Participants to verify compliance with these audit trail and recordkeeping requirements. Participants also may be subject to periodic audit 

trail spot checks, depending upon any indicators that any Participant is 

failing to adhere to Company Rules pertaining to audit trail requirements, 

Participant obligations or any other failures to provide information to the 

Company upon request. The findings of such Company reviews will be 

documented and maintained as part of the books and records of the 

Company. The reviews shall include, but not be limited to, the following: 

a. review of random samples of audit trail data;

b. review of the process by which identifications are assigned to 

records and users and how the records are maintained; and

c. review of account numbers and customer indicators in trade records 

to test for accuracy and improper use.

E. CTI Codes. Each Participant must identify each Transaction on the record of 

transactions submitted to the Company with the correct CTI Code. The CTI Codes 

are as follows:

CTI 1: Electronic Trading and Privately Negotiated – Applies to Transactions 

initiated and executed by a Participant for its Proprietary Account, for an account 

controlled by a Participant, or for an account in which the Participant has an 

ownership or financial interest.

CTI 2: Electronic Trading and Privately Negotiated – Applies to Transactions 

initiated and executed by a Participant trading for a clearing member's house 

account. 

CTI 3: Electronic Trading and Privately Negotiated – Applies to Orders entered by 

a Participant or Authorized User for another Participant or an account controlled 

by such other Participant.

CTI 4: Electronic Trading and Privately Negotiated – Applies to Transactions 

initiated and executed by a Participant trading for any other type of Customer.

F. A Company Contract will not be void or voidable due to: (1) a violation by the 

Company of the provisions of section 5 of the CEA or Part 38 of CFTC Regulations; 
62

(2) any CFTC proceeding to alter or supplement a rule, term or condition under 

section 8a(7) of the CEA or to declare an emergency under section 8a(9) of the 

CEA; or (3) any other proceeding the effect of which is to: (i) alter or supplement a 

specific term or condition or trading rule or procedures, or (ii) require the Company 

to adopt a specific term or condition, trading rule or procedure, or to take or refrain 

from taking a specific action.

Rule 5.3 Order Type

A. The following types of Orders may be entered on the Platform with respect to any 

Company Contract.

1. Limit Order. An Order to buy or sell a Company Contract at a specified price 

or better. A Limit Order must be entered on the Platform with a defined 

limit price. A Limit Order will be executed when it is entered, to the extent 

that there are resting contra-Orders, with any balance of such Limit Order 

to remain as a resting Order until such Limit Order is executed or cancelled. 

Unless cancelled by the Participant or upon a market close, an exchange 

restart, or other disruption to normal operating conditions, all Limit Orders 

shall be normally cancelled by the Company 30 days after being placed.

2. Quote. A Limit Order as defined in this Rule 5.3A that is entered on the 

Platform by a Liquidity Provider.

3. Stop Limit Order. Once a stop price specified by the Participant is met or 

exceeded, a Limit Order is submitted automatically. The stop price is the 

price of an executed Limit Order that will activate the subsequent 

automatic submission of the Participant’s Limit Order without further 

instruction. The price for the Limit Order must be specified by the 

Participant at the time the Stop Limit Order is submitted. Prior to the 

triggering of the stop price, a Stop Limit Order will remain open until being 

cancelled by the Participant. Once the stop price is triggered, the 

resulting Limit Order is treated as a normal Limit Order.

B. The Company’s central limit order book matches orders in an open and competitive 

manner on the basis of a price and time priority algorithm.

C. The Company does not accept indications of interest or indicative quotes.
63

D. Other types of Orders as may be approved by the Company from time to time as 

certified with the CFTC in accordance with Part 40 of CFTC Regulations and 

disclosed in a Participant Notice and on the Website. 

Rule 5.4 Trading Contracts on Behalf of Customers

A. Individuals or entities that have not been approved and authorized as Participants 

of the Company may trade Company Contracts only as Customers of an FCM 

Participant, and all Customer Orders must be transmitted to the Company by each 

Customer’s FCM Participant. Each FCM Participant shall maintain a secure 

connection to the Company and comply with all technical and other requirements 

established by the Company for this purpose. 

B. Upon submission of a Customer Order, the Company will conduct a review of the 

FCM Participant’s applicable Customer Account to ensure that the FCM 

Participant’s Customer can fully collateralize the Order prior to entering into any 

Transaction. If the FCM Participant’s Customer Account does not have the 

necessary funds for the Order, the Company will not accept the Customer’s Order. 

Rule 5.5 Execution Methods

A. The Company facilitates the execution of Orders in an open and competitive 

manner through a central limit order book on the Platform, as set forth in Rule 5.3.

B. The Company facilitates Block Trades and EFP transactions, as set forth in Rule 

5.7 and Rule 5.8, respectively.

C. A written record of all of the terms of each Transaction entered into on the 

Company or pursuant to the Rules will be available immediately upon execution 

through the Participant Portal. Such record shall legally supersede any previous 

agreement and serve as a confirmation of each such Transaction. The Company 

will send confirmation messages to Participants upon execution of a Transaction 

via the API and/or Portal, if such Participants are online at the time. However, 

please note that if any applicable Participant is not online at the time of execution, 

such Participant will see the confirmation(s) when it next logs on to the Platform.

D. Except with respect to transfer trades, the product type, size, execution time (or 

submission time in the case of Block Trades and EFPs) and execution method for 

each Transaction will be made available on the Platform to all Participants 
64

immediately after execution (or immediately after submission to the Platform in the 

case of Block Trades and EFPs) of the relevant Transaction.

Rule 5.6 Trading Hours

A. The Trading Hours of the Company are 24 hours a day, seven days a week, 365 

days per year.1

 The Trading Hours applicable to any given type of Company

Contract will be as specified in Chapter 12 of these Rules with any modifications 

posted on the Website and sent by Participant Notice.

Rule 5.7 Block Trades

A. The Company may permit Block Trades in Company Contracts listed by the 

Company DCM. The relevant Company Contract Specifications shall specify 

whether a Company Contract is eligible to be traded as a Block Trade.

B. Each Block Trade shall be effected away from the Platform but otherwise pursuant 

to the Rules. The parties to a Block Trade must be Eligible Contract Participants, 

and a Block Trade must be in a size that is equal to or in excess of the applicable 

minimum block size for such Company Contract as set forth in the Company 

Contract Specifications. The Company shall, from time to time, review and (as 

appropriate) revise its minimum block sizes.

C. An FCM Participant or an Executing Participant must receive written instructions 

from a Customer or obtain the Customer’s prior written or recorded consent before 

entering into a Block Trade with that Customer.

D. Except as may otherwise be permitted by Applicable Law, Participants shall not 

aggregate Orders for different accounts to achieve the minimum block size.

E. The price at which a Block Trade is executed must be fair and reasonable in light 

of (1) the size of the Block Trade, (2) the prices and sizes of other transactions in 

the same contract at the relevant time, (3) the prices and sizes of transactions in 

other relevant markets at the relevant time, and (4) the circumstances of the 

markets or the parties to the Block Trade.

F. Block Trades between different accounts with common beneficial ownership are 

prohibited unless (1) each party’s decision to enter into the block trade is made by 

1 Or, 366 days per year for leap years.
65

an independent decision-maker and (2) each party has a legal and independent 

bona fide business purpose for engaging in the block trade.

G. The material terms of a Block Trade must be agreed to on the Company 

Telecommunication Systems. Each Block Trade must be submitted to the 

Company via the Company Telecommunication Systems by one Participant within 

five minutes of the execution. The counterparty to the transaction must then 

approve the terms of the Block Trade via the Company Telecommunication 

Systems within five minutes of the execution. The Company shall promptly publish 

such information to the market with an indication that it was a Block Trade.

H. Participants involved in the execution of Block Trades must maintain written or 

electronic records of all such Block Trades, including an electronic timestamp 

reflecting the date and time any such Order was received as well as an electronic 

timestamp reflecting the date and time such Order was executed or cancelled.

I. All Company Contracts effected as Block Trades shall be cleared in the usual 

manner.

Rule 5.8 Exchange for Physical Transactions

A. The Company may permit EFP transactions involving Company Contracts listed 

by the Company DCM. The relevant Company Contract Specifications shall 

specify whether a Company Contract is eligible to be traded as a component of an 

EFP transaction.

B. An EFP transaction shall consist of two discrete but related simultaneous 

transactions in which one party must be the buyer of the related position and seller 

of the corresponding Company Contract, and the other party to the EFP 

transaction must be the seller of the related position and the buyer of the 

corresponding Company Contract. The related position must involve the 

commodity underlying the Company Contract in a quantity that is approximately 

equivalent to the quantity covered by the Company Contract.

C. Each EFP transaction requires a bona fide transfer of ownership of the cash 

commodity between the parties. The facilitation of an EFP transaction by any party 

that knows such EFP transaction is non bona fide shall constitute a violation of this 

Rule.
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D. The execution of an EFP transaction may not be contingent upon the execution of 

another EFP or related position transaction between the parties where the 

transactions result in the offset of the related position without the incurrence of 

market risk that is material in the context of the related position transactions.

E. The accounts involved in the execution of an EFP transaction must be (1) 

independently controlled with different beneficial ownership, (2) independently 

controlled accounts of separate legal entities with the same beneficial ownership, 

or (3) independently controlled accounts within the same legal entity, provided that 

the account controllers operate in separate business units.

F. EFP transactions may be effected at such commercially reasonable prices as are 

mutually agreed upon by the parties to the transaction. EFP transactions may not 

be priced to facilitate the transfer of funds between parties for any purpose other 

than as the consequence of legitimate commercial activity.

G. The parties to an EFP transaction shall maintain all documents relevant to the 

Company Contract and the related position including all documents customarily 

generated in accordance with the relevant market practices, including, as 

applicable, copies of the documents evidencing title to, or the contract or contracts 

to buy or sell, the cash commodity involved in such EFP transaction. Any such 

documents and information shall be furnished to the Company upon request.

H. The material terms of an EFP transaction must be agreed to on the Company 

Telecommunication Systems. Each EFP transaction must be submitted to the 

Company via the Company Telecommunication Systems by one Participant within 

five minutes of the execution. The counterparty to the transaction must then 

approve the terms of the EFP transaction within five minutes of the execution via 

the Company Telecommunication Systems.

I. All Company Contracts effected as part of EFP transactions shall be cleared in the 

usual manner.
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CHAPTER 6 Clearing and Delivery

Rule 6.1 Clearance and Substitution

A. Upon submission of an Order, the Company will conduct a review of the 

Participant’s Collateral Account to ensure that the Participant can fully collateralize 

the Order prior to entering into any Transaction. If the Participant’s Collateral 

Account does not have the necessary funds and/or collateral for the Order, the 

Company will not accept the Order.

B. Upon the successful matching of Orders, the Company’s Derivatives Clearing 

Organization shall immediately, through the process of Novation, be substituted as 

and assume the position of seller to the Participant buying and buyer to the 

Participant selling the relevant Company Contract. Upon such substitution, the 

buying and selling Participants shall be released from their Obligations to each 

other, and such Participants shall be deemed to have bought the Company 

Contract from or sold the Company Contract to the Company’s DCO, as the case 

may be, and the Company’s DCO shall have all the rights and be subject to all the 

liabilities of such Participants with respect to such Transactions. Such substitution 

shall be effective in law for all purposes. The Participants of the Company Contract 

are deemed to consent to the Novation by entering the applicable Orders on the 

Company Platform and the Company DCO consents to the Novation by accepting 

the Orders on the Company Platform. 

C. Company Contracts with the same terms and conditions, as defined by the 

Company Contract Specifications, submitted to the Company’s Derivatives 

Clearing Organization for clearing, are economically equivalent within the 

Company’s Derivatives Clearing Organization and may be offset with each other 

within the Company’s Derivatives Clearing Organization.

D. Upon acceptance of a Company Contract by the Company’s Derivatives Clearing 

Organization for clearing:

1. The original Company Contract is extinguished;

2. The original Company Contract is replaced by an equal and opposite 

Company Contract between the Company’s DCO and each Participant; 

and
68

3. All terms of a cleared Company Contract must conform to the Company 

Contract Specifications.

E. If a Company Contract is rejected for clearing by the Company’s Derivatives 

Clearing Organization for any reason, such Company Contract is void ab initio.

Rule 6.2 Settlement of Company Contracts

A. The Company shall maintain, on its system, a record of each Participant’s account 

balances and Company Contracts.

B. On the Settlement Date, the Company will notify all Participants of the final amount 

payable.

C. With respect to a Company Contract that is physically settled, the Company shall 

record the following transfers in Participant Accounts in the Company’s books 

and records by no later than the next Business Day after the Settlement Date 

(except as otherwise specified in the Company Contract specifications); 

provided, however, that where the same Participant has offsetting positions in the 

same Company Contract with the same terms, the following operations shall be 

netted for that Participant:

1. With respect to a futures contract: (i) to the extent a buyer has not already 

prepaid the U.S. dollar (“USD”) purchase price of the future in accordance 

with the Company Contract specifications, the buyer of the future shall be 

debited the total USD purchase price, and shall be credited with the total 

Underlying due under the Company Contract; and (ii) the seller of the 

future shall be debited the total Underlying due under the Company 

Contract, and shall be credited with the total USD purchase price. 

2. With respect to a call option contract: (i) the call option buyer shall be 

debited the total USD strike price, and shall be credited with the total 

Underlying due under the Company Contract; and (ii) the call option seller 

shall be debited the total Underlying due under the Company Contract, 

and shall be credited with the total USD strike price. 

3. With respect to a put option contract: (i) the put option buyer shall be 

debited the total Underlying set forth in the Company Contract, and shall 

be credited with the total USD strike price; and (ii) the put option seller 
69

shall be debited the total USD strike price due under the Company 

Contract, and shall be credited with the total Underlying set forth in the 

Company Contract. 

4. With respect to a swap contract that is not an option: (i) to the extent a 

buyer has not already prepaid the USD purchase price of the swap in 

accordance with the Company Contract specifications, the buyer of the 

swap shall be debited the total USD purchase price, and shall be credited 

with the total Underlying due under the Company Contract; and (ii) the 

seller of the swap shall be debited the total Underlying due under the 

Company Contract, and shall be credited with the total USD purchase 

price. 

D. For an expired Company Contract that is an option, the Company will transfer the 

Underlying to the Participant Account on the Company’s books and records of 

the Participant that initially posted the Underlying in its capacity as the option call 

writer.

E. After the notice period on the last trading day of an expiring Series of Company 

Contracts that are options, the Company will delete all such Company Contracts 

that have not been exercised from each Participant’s Participant Account. A 

Company Contract that is an option and that has not been exercised on or before 

the last trading day will expire with no value in accordance with the Contract 

Specifications. Company Contracts that are physically settled options shall not be 

exercised by the Company for a Participant automatically.

Rule 6.3 Deposit Procedures

A. A Participant must submit a deposit notification through the Participant Portal 

before the Participant may deposit funds or any Underlying with the Company. A 

Participant must deposit funds or Underlying on the same day as the Participant 

submits to the Company a deposit notification to the Company. 

B. Deposits occur, and funds and Underlying are available for use with respect to 

Trading Privileges and Clearing Privileges, no later than the next Settlement Bank 

Business Day after a Participant submits a deposit notification and deposits funds 

or Underlying with the Company in accordance with Rule 6.3A 
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C. Participants are responsible for all transfers of funds from their Company-approved 

accounts to the Collateral Account or transfers of any Underlying to the Company 

for credit to the relevant Participant Account.

D. In the event a Participant deposits funds or Underlying to the Company without 

submitting a deposit notification, the Participant agrees to: (1) cooperate with the 

Company to resolve any issues that may arise; and (2) agree that the Company 

will send the funds or Underlying back to the account or address from which it was 

transferred within two (2) Settlement Bank Business Days if there has been no 

resolution.

Rule 6.4 Withdrawal Procedures

A. Only an Authorized Representative may submit a withdrawal notification through 

the Participant Portal before the Company transfers funds or Underlying to a 

Participant or a Customer. Upon receipt of a withdrawal notification, the Company 

no longer permits funds or Underlying in the amount listed in the withdrawal 

notification to be used for Trading Privileges and Clearing Privileges.

B. Participants are responsible for providing accurate account numbers or wallet 

addresses, as the case may be, to allow the Company to effect transfers to the 

Participants or Customers.

C. Withdrawals occur, and funds and Underlying are available, no later than the next 

Settlement Bank Business Day after a Participant has submitted a withdrawal 

notification if the Participant submits a withdrawal notification during Trading 

Hours. 

D. With respect to withdrawals of Digital Currency collateral, the Company shall 

deliver to the Participant a cryptographically signed Digital Currency transaction, 

which shall include the two signatures, the LedgerX “from” address, the Participant 

“to” address and the appropriate Digital Currency withdrawal amount. 

E. If a Participant fails to adhere to the withdrawal procedures set forth herein or in 

the Company Contract Specifications, as applicable, the Company will take 

reasonable measures to effect the withdrawal; however, if unable to effect the 

withdrawal, the Participant’s collateral may become the sole property of the 

Company, to the extent permitted by Applicable Law. The Company may apply 
71

the collateral (including any Underlying held in such Participant’s Participant 

Account) against the Participant’s Obligations.

Rule 6.5 Deliveries

A Participant that is required to make or accept delivery under a Company Contract (either for 

itself or on behalf of a Customer) agrees that it is required to provide full collateralization prior to 

entering any such Transaction or exercising any Company Contract so as to allow the Company 

to complete all necessary delivery requirements as set forth in the Rules. Deliveries will occur on 

the Company’s books and records unless otherwise specified in the Company Contract 

Specifications. Any failure to deposit funds or collateral in accordance with Rule 6.3 or withdraw 

funds or collateral in accordance with Rule 6.4 may be deemed a default of an Obligation and an 

act detrimental to the interest or welfare of the Company.

Rule 6.6 Reconciliation

The Company shall reconcile the positions and cash and collateral balances of each Participant 

at the end of each Settlement Bank Business Day. The Company shall make available to each 

Participant the positions and cash and collateral balances of each such Participant and any 

Customers of the Participant. All Participants shall be responsible for reconciling their records of 

their positions and cash and collateral balances with the records of positions and cash and 

collateral balances that the Company makes available to Participants.

Rule 6.7 Swap Data Reporting

A. The Company shall report Regulatory Swap Data for Swaps to a single Swap Data 

Repository for purposes of complying with the CEA and applicable CFTC 

Regulations governing the regulatory reporting of swaps. The Company shall 

report all data fields as required by Appendix A to Part 43 of CFTC Regulations 

and Appendix 1 to Part 45 of CFTC Regulations, as applicable, including, but not 

limited to, Swap counterparties, Company Contract type, option method, option 

premium, LEIs, User IDs, buyer, seller, USIs, unique product identifiers, underlying 

asset description, the Swap price or yield, quantity, maturity or expiration date, the 

size, settlement method, execution timestamp, timestamp of submission to the 

SDR, the CTI Code, Participant Accounts, and whether a Participant is a swap 

dealer, major swap participant or a financial entity. The Company shall identify 

each counterparty to any Transaction in all recordkeeping and all Regulatory Swap 

Data reporting using a single LEI as prescribed under CFTC Regulation 45.6. As 
72

soon as technologically practicable after execution, the Company also shall 

transmit to both Swap counterparties and the LedgerX DCO, the USI for the Swap 

created pursuant to CFTC Regulation 45.5 and the identity of the SDR. For Swaps 

involving allocation, the Company will transmit the USI to the Reporting 

Counterparty and the agent as required by CFTC Regulation 45.5(d)(1).

B. The Company shall from time to time designate a Swap Data Repository in respect 

of one or more Swaps and shall notify Participants of such designation. Currently, 

the Company reports all Regulatory Swap Data for all Swaps to ICE Trade Vault.

C. Participants that become aware of an error or omission in Regulatory Swap Data 

for a Transaction shall promptly submit corrected data to the Company. Participant 

shall not submit or agree to submit a cancellation or correction in order to gain or 

extend a delay in pubic dissemination of accurate Swap Transaction and Pricing 

Data or to otherwise evade the reporting requirements of Part 43 of CFTC 

Regulations. LedgerX will report any errors or omissions in Regulatory Swap Data 

to the same SDR to which it originally submitted the Data, as soon as 

technologically practicable after discovery of any such error or omission.

D. The Company sends the Regulatory Swap Data as set forth in Rule 6.7A to the 

Swap Data Repository as soon as technologically practicable after a trade has 

been executed on the Platform, or pursuant to the Company Rules. Following the 

transmittal of the Data to the Swap Data Repository, the Company will make 

available the Swap Transaction and Pricing Data to all Participants accessing the 

Platform. However, due to transmission and posting timing of the Swap Data 

Repository, Participants should be aware that the Swap Transaction and Pricing 

Data may be available on the Company Platform prior to being publicly 

disseminated by the Swap Data Repository.
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CHAPTER 7 Margin

Rule 7.1 Full Collateralization of Company Contracts Required

Each Participant, on behalf of itself or Customers, shall deposit and maintain with Company funds 

or the applicable amount of the Underlying required to fully collateralize Orders pursuant to 

Company Contract Specifications, including payment of premiums, payment in exchange for 

delivery or to fulfill delivery obligations, as applicable, prior to submission of such Orders to the 

Company. If an Order is a Stop Limit Order, the full collateralization requirement will be measured 

from the point where the stop price is triggered. If a Company Contract is an option, a Participant 

shall not be permitted to exercise such option if the Participant has not already deposited and 

maintains sufficient collateral to fully collateralize the Underlying or funds necessary to complete 

delivery or payment of the option, as applicable. Collateral transfers made by a Participant to the 

Company or by the Company to a Participant are irrevocable and unconditional when effected. A 

Participant shall, at all times, maintain with the Company sufficient funds or the applicable amount 

of the Underlying necessary to fully collateralize each open position in a Company Contract.

Rule 7.2 Collateral

A. Subject to the terms and conditions of Company-approved margin collateral, the 

Company will accept from Participants the following as margin collateral: (1) cash; 

(2) the Underlying; and (3) any other form of collateral deemed acceptable by the 

Risk Management Committee upon the Risk Management Committee’s approval 

of such collateral as communicated through Participant Notices and on the 

Website. The Company will value margin collateral as it deems appropriate.

B. Except as otherwise provided herein, Collateral must be and remain 

unencumbered. Each Participant posting collateral hereby grants to the Company 

a continuing first priority security interest in, lien on, right of setoff against and 

collateral assignment of all of such Participant’s right, title and interest in and to 

any property and collateral deposited with the Company by the Participant, 

whether now owned or existing or hereafter acquired or arising, including without 

limitation the following: (i) such Participant’s Participant Account and all securities 

entitlements held therein and all funds held in a Collateral Account; (ii) all Digital 

Currencies that, in each case, are held in or otherwise credited to a virtual “wallet” 

or other account maintained by the Company; (iii) such virtual “wallet” or other 
74

account; and (iv) all proceeds of the foregoing. A Participant shall execute any 

documents required by the Company to create, perfect and enforce such lien. 

C. Each Participant hereby agrees that with respect to any Digital Currency and any 

other financial asset which is or may be credited to the Participant’s Participant 

Account, the Company shall have control pursuant to Section 9-106(a) and 8-

106(e) of the UCC and a perfected security interest pursuant to Section 9-314(a) 

of the UCC.

D. A Participant must transfer the collateral to the Company or to a Collateral Account 

and the Company will hold collateral transferred to the Company on behalf of the 

Participant. The Company will credit to the Participant the collateral that such 

Participant deposits. Collateral shall be held by the Company until a Participant 

submits a withdrawal notification unless otherwise stipulated by these Rules.

E. The Company will not be responsible for any diminution in value of collateral that 

a Participant deposits with the Company. Any fluctuation in markets is the risk of 

each Participant. Any interest earned on Participant collateral may be retained by 

the Settlement Bank or the Company.

F. The Company has the right to liquidate a Person’s Company Contracts or noncash collateral to the extent necessary to close or transfer Company Contracts, 

fulfill obligations to the Company or other Participants, and/or to return collateral in 

the event that (1) the Person ceases to be a Participant; (2) the Company 

suspends or terminates the Person’s Trading Privileges or Clearing Privileges; (3) 

the Person’s open position in any Company Contract becomes less than fully 

collateralized; or (4) the Company determines in its sole discretion that it is 

necessary to take such measures. 

Rule 7.3 Segregation of Participant Funds

The Company shall separately account for and segregate from the Company’s proprietary funds 

all Participant funds used to purchase, margin, guarantee, secure or settle Company Contracts, 

and all money accruing to such Participant as the result of Company Contracts so carried in a 

Collateral Account. The Company shall maintain a proprietary account that will be credited with 

fees or other payments owed to the Company that are debited from the Collateral Account as a 

result of Participant trades and settlements of Company Contracts. The Company shall maintain 
75

a record of each Participant’s account balances and Company Contracts. The Company shall not 

hold, use or dispose of Participant funds except as belonging to Participants.

Rule 7.4 Concentration Limits

The Company may apply appropriate limitations or charges on the concentration of assets posted 

as collateral, as necessary, in order to ensure its ability to liquidate such assets quickly with 

minimal adverse price effects, and may evaluate the appropriateness of any such concentration 

limits or charges, on a periodic basis. In the event that the Company determines in its sole 

discretion that the Participant’s deposit is in material excess of the amount necessary to 

collateralize the Participant’s Company Contracts, the Company shall have the right to (1) transfer 

non-cash collateral, including Digital Currencies, back to a Participant, and Participant agrees to 

accept such transfer, or (2) take other action the Company deems to be necessary to safeguard 

the collateral. The Company shall be entitled to charge fees related to holding non-cash collateral 

in material excess of the amount necessary to collateralize a Participant’s Company Contracts.
76

CHAPTER 8 Business Conduct and Trading Practices

Rule 8.1 Scope

This Chapter 8 applies to all Transactions except as may be provided herein. Participants and, 

where applicable, Authorized Users, shall adhere to and comply fully with this Chapter 8.

Rule 8.2 Procedures

A. With respect to trading on the Platform, the Company may adopt procedures 

relating to Transactions and trading on the Platform, including, without limitation, 

procedures to:

1. determine the daily settlement price of a Company Contract;

2. disseminate the prices of bids and offers on, and trades in, Company 

Contracts;

3. record, and account for, Company Contracts and activity on the Company;

4. perform market surveillance and regulation on matters affecting Company 

Contracts and activity on the Company;

5. establish limits on the number and/or size of Orders that may be submitted 

by a Participant on the Platform;

6. establish limits on the number of Company Contracts that may be held by 

a Participant; and

7. establish a limit on the maximum daily price fluctuations for any Company 

Contract and provide for any related restriction or suspension of trading in 

the Company Contract.

B. The Company may, in its discretion and at any time, amend any procedures

adopted pursuant to Rule 8.2A, and will publish the amendments in a Participant 

Notice and on the Website.

Rule 8.3 Prohibited Trading Activity; Prohibitions on Fictitious Transactions, Fraudulent 

Activity and Manipulation

No Person shall engage in any of the following activities in connection with or related to any 

Company activity:

A. any fraudulent act or scheme to defraud, deceive, trick or mislead;
77

B. trading ahead of a Customer or front-running;

C. fraudulent trading;

D. trading against a Customer Order or entering into a cross-trade, except as 

permitted by Rule 8.11;

E. accommodation trading;

F. fictitious Transactions;

G. pre-arranged or non-competitive Transactions (except for Transactions specifically 

authorized under these Rules);

H. cornering, or attempted cornering, of any Company Contract;

I. violations of bids or offers;

J. spoofing;

K. any manipulation proscribed under CEA Section 9(a)(2) or CFTC Regulations 

180.1(a) or 180.2, whether attempted or completed;

L. demonstrating intentional or reckless disregard for the orderly execution of 

Transactions during the closing period;

M. making fictitious or trifling bids or offers, offering to enter into a Company Contract 

at a price variation less than the minimum price fluctuation permitted for such 

Company Contract under the Rules, or knowingly making any bid or offer for the 

purpose of making a market price that does not reflect the true state of the market; 

or

N. other conduct that constitutes a disruptive trading practice or is otherwise 

prohibited under CEA Section 4c(a)(5) or applicable CFTC Regulations.

Rule 8.4 Prohibition on Money Passing, Pre-Arranged, Pre-Negotiated and NonCompetitive Trades

A. No Person may enter Orders for the purpose of entering into Transactions without 

a net change in either party’s open positions but a resulting profit to one party and 

a loss to the other party, commonly known as a “money pass”.

B. No Person shall pre-arrange or pre-negotiate any purchase or sale or noncompetitively execute any Transaction, except to effect a a Block Trade or an EFP 
78

transaction. Pre-execution communications related to the material terms of a 

Block Trade or an EFP transaction must take place on the Company 

Telecommunication Systems.

Rule 8.5 Acts Detrimental to the Welfare or Reputation of the Company Prohibited

No Participant, Authorized Representative, Authorized User or ISV shall engage in any Company 

activity that tends to impair the welfare, reputation, integrity or good name of the Company.

Rule 8.6 Misuse of the Platform

Misuse of the Platform is strictly prohibited. It shall be deemed an act detrimental to the Company 

to permit unauthorized use of the Platform, to assist any Person in obtaining unauthorized access 

to the Platform, to trade on the Platform without an agreement, to alter the equipment associated 

with the Platform (except with the Company’s consent), to interfere with the operation of the 

Platform, to intercept or interfere with information provided thereby, or in any way to use the 

Platform in a manner contrary to these Rules.

Rule 8.7 Supervision; Information Sharing

A. A Participant shall be responsible for establishing, maintaining and administering 

reasonable supervisory procedures to ensure that its Authorized Users comply 

with these Rules and Applicable Law, and such Participant may be held 

accountable for the actions of such Authorized Users with respect to the Company.

B. Participants and Authorized Users shall cooperate fully with the Company or a 

Regulatory Agency in any investigation, call for information, inquiry, audit, 

examination or proceeding.

C. Participants and Authorized Users shall ensure that any information disclosed to 

the Company is accurate, complete and consistent. No existing or prospective 

Participant or Authorized User shall make any false statements or 

misrepresentations in any application, report or other communication to the 

Company.

Rule 8.8 Business Conduct

A. Conducting trading activities in an honorable and principled manner consistent with 

these Rules is the essence of ethical conduct with respect to the Company. 

Participants, Authorized Users and other Persons subject to the Company’s 
79

jurisdiction shall act with ethical integrity with regard to their Company activity, and 

shall adhere to the following ethical standards:

1. A Participant, Authorized User and any other Person subject to the 

Company’s jurisdiction shall abstain from engaging in conduct that is a 

violation of these Rules or Applicable Law, and will conduct its business in 

accordance with Applicable Law, and in good faith, with a commitment to 

honest dealing.

2. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall engage in any fraudulent act or engage in any scheme to 

defraud, deceive, trick or mislead in connection with or related to any 

Company activity.

3. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall knowingly enter, or cause to be entered, bids or offers on 

the Platform other than in good faith for the purpose of executing bona fide 

Transactions.

Rule 8.9 Trading Practices

A. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall knowingly effect or induce the purchase or sale of any Company 

Contract for the purpose of creating or inducing a false, misleading, or artificial 

appearance of activity in such Company Contract, or for the purpose of unduly or 

improperly influencing the market price of such Company Contract or for the 

purpose of making a price which does not reflect the true state of the market in 

such Company Contract. No such Participant, Authorized User or other Person 

shall arrange and execute simultaneous offsetting buy and sell Orders in a 

Company Contract with the intent to artificially affect reported revenues, trading 

volumes or prices.

B. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall attempt to manipulate, or manipulate the market, in any Company 

Contract or Underlying. No such Participant, Authorized User or other Person shall 

directly or indirectly participate in or have any interest in the profit of a manipulative 

operation or knowingly manage or finance a manipulative operation. This includes 

any pool, syndicate, or joint account, whether in corporate form or otherwise, 
80

organized or used intentionally for the purposes of unfairly influencing the market 

price of any Company Contract.

C. Orders entered on the Platform for the purpose of upsetting the equilibrium of the 

market in any Company Contract or creating a condition in which prices do not or

will not reflect fair market values are prohibited, and any Person who makes or 

assists in entering any such Order with knowledge of the purpose thereof or who, 

with such knowledge, in any way assists in carrying out any plan or scheme for the 

entering of any such Order, will be deemed to have engaged in an act detrimental 

to the Company.

D. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall engage in any trading, practice, or conduct that constitutes a 

disruptive or a manipulative trading practice, as defined by the CEA, CFTC 

Regulations or in any interpretive guidance issued by the Commission.

E. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall make any knowing misstatement of a material fact to the 

Company, any Company Official, or any Board committee.

F. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall knowingly disseminate false or misleading reports regarding 

Transactions, the Company or one or more markets in any Company Contract.

G. Abusive trading practices are prohibited on the Platform. No Participant, 

Authorized User or other Person subject to the Company’s jurisdiction shall place 

or accept buy and sell Orders in the same product and expiration month, and for 

options, the same strike, when they know or reasonably should know that the 

purpose of the Orders is to avoid taking a bona fide market position exposed to 

market risk (transactions commonly known or referred to as “wash sales”). Buy 

and sell Orders that are entered with the intent to negate market risk or price 

competition shall be deemed to violate the prohibition on wash sales. Additionally, 

no Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall knowingly execute or accommodate the execution of such Orders 

by direct or indirect means.

H. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall disclose an Order to buy or sell, except to a Company 
81

Representative or official of the CFTC or as necessary to efficiently execute the 

Order, nor shall any such Participant, Authorized User or other Person solicit or 

induce another Person to disclose Order information. No Participant, Authorized 

User or other Person shall take action or direct another to take action based on 

non-public Order information, however acquired, except as permitted by Rule 8.4B. 

The mere statement of opinions or indications of the price at which a market may 

open or resume trading does not constitute a violation of this Rule.

Rule 8.10 Customer Order Priority

A. No Participant, Authorized User or other Person subject to the Company’s 

jurisdiction shall knowingly enter an Order on the Platform for its own account, an 

account in which it has a direct or indirect financial interest, or an account over 

which it has discretionary trading authority (a “Discretionary Order”), including, 

without limitation, an Order allowing discretion as to time and price, when such 

Person is in possession of a Customer Order that can be but has not been entered 

on the Platform.

B. For purposes of this Rule 8.10, a Person shall not be deemed to knowingly buy or 

sell a Company Contract or execute a Discretionary Order if:

1. such Person is a corporate or other legal entity consisting of more than one 

individual trader;

2. such Person has in place appropriate “firewall” or separation of function 

policies and procedures; and

3. the Person or Authorized User buying or selling the Company Contract or 

executing the Discretionary Order in question has no direct knowledge of 

the Order to buy or sell the same Company Contract for any other Person 

at the same price or at the market price or of the Customer Order for the 

same Company Contract, as the case may be.

C. Nothing in this Rule 8.10 limits the ability of an “eligible account manager” to bunch 

Orders in accordance with CFTC Regulation 1.35(b)(5).

Rule 8.11 Trading Against Customer Orders

A. No Person in possession of a Customer Order shall knowingly take, directly or 

indirectly, the opposite side of such Order for its own account, an account in which 
82

it has a direct or indirect financial interest, or an account over which it has 

discretionary trading authority.

B. The foregoing restriction does not prohibit permissible pre-execution discussions 

conducted in accordance with Rule 8.4.

Rule 8.12 Prohibition on Withholding of Customer Orders

No Executing Participant or FCM Participant shall withhold or withdraw from the market any 

Customer Order, or any part of an Order, for the benefit of any Person other than the Customer.

Rule 8.13 Execution Priority

A. Executable Customer Orders must be entered on the Platform immediately upon 

receipt. An FCM Participant or Executing Participant that receives a Customer 

Order that is not immediately entered on the Platform must create a non-erasable 

record of the Order, including the Order instructions, account designation, date, 

time of receipt and any other information that may be required by the Company.

B. Customer Orders received by an FCM Participant or Executing Participant shall be 

entered on the Platform in the sequence received. Customer Orders that cannot 

be immediately entered on the Platform must be entered when the Orders become 

executable in the sequence in which the Orders were received.

C. Non-discretionary Customer Orders received by an FMC Participant or Executing 

Participant shall be entered on the Platform in the sequence in which they were 

received. Non-discretionary Customer Orders that cannot be immediately entered 

on the Platform must be entered when the Orders become executable in the 

sequence in which the Orders were received.

Rule 8.14 Crossing Orders

Independently initiated Orders on opposite sides of the market for different beneficial account 

owners that are immediately executable against each other may be entered without delay. Orders 

must not involve pre-execution communications, except as permitted by Rule 8.4B.

Rule 8.15 Position Limits

A. To reduce the potential threat of market manipulation or congestion, LedgerX shall 

adopt for each of its Company Contracts, as is necessary and appropriate, position 

limitations or position accountability levels for speculators. The Company may 

establish position limits for one or more Company Contracts at a level not higher 
83

than any limit set by the CFTC for any Company Contract. The position limit levels 

shall be set forth in a Position Limit and Position Accountability Level Table as may 

be amended from time to time by the Company in a Participant Notice and on the 

Website. The Company may grant exemptions from position limits in accordance 

with CFTC Regulations.

B. A Participant seeking an exemption from position limits, including position limits 

established pursuant to a previously approved exemption, must file the required 

application with the Company in the form and manner as the Company may require 

from time to time and receive approval before exceeding such position limits. 

Notwithstanding the foregoing, a Participant who establishes an exemption-eligible 

position in excess of position limits and files the required application with the 

Company shall not be in violation of this Rule, provided the filing occurs within one 

Settlement Bank Business Day after assuming the position. In the event that the 

positions in excess of the position limits are not deemed to be exemption-eligible, 

the applicant and the Executing Participant, if any, will be in violation of speculative 

position limits for the period of time in which the excess positions remained open.

C. A Participant who owns or controls aggregate positions in a Company Contract in 

excess of the reportable levels set forth in the Position Limit and Position 

Accountability Level Table or where such Person otherwise holds substantial 

positions in Company Contracts shall:

1. keep records, including records of such Participant’s activity in the 

Underlying and related derivative markets, and make such records 

available, upon request, to the Company;

2. provide to the Company, in a timely manner upon request by the Company 

and in a form and manner acceptable to the Company, information relating 

to the positions owned or controlled by such Participant, including but not 

limited to the nature and size of the position, the trading strategy employed 

with respect to the position, and hedging information, if applicable;

3. be deemed to have consented, when so ordered by the Company, in its 

sole discretion, not to further increase the positions, to comply with any 

prospective limit which exceeds the size of the position owned or 
84

controlled, or to liquidate any open position which exceeds position limits; 

and

4. liquidate Company Contracts, if applicable, in an orderly manner.

D. This Rule 8.15 shall not limit the jurisdiction of the Company to take action that it 

determines necessary or appropriate in respect of any positions on the Company, 

including but not limited to the Company taking steps to liquidate such Company 

Contracts on behalf and at the expense of such Participant to the extent necessary 

to eliminate such excess.

Rule 8.16 Position Accountability Levels

A. The Company shall establish position accountability levels for Company Contracts 

not subject to position limits pursuant to Rule 8.15. The position accountability 

levels shall be set forth in a Position Limit and Position Accountability Level Table 

as may be amended from time to time by the Company in a Participant Notice and 

on the Website.

B. A Participant that owns or controls aggregate positions in a Company Contract in 

excess of the reportable levels set forth in the Position Limit and Position 

Accountability Level Table or where such Participant otherwise holds substantial 

positions in Company Contracts shall:

1. keep records, including records of such Person’s activity in the Underlying 

and related derivative markets, and make such records available, upon 

request, to the Company;

2. provide to the Company, in a timely manner upon request by the Company 

and in a form and manner acceptable to the Company, information relating 

to the positions owned or controlled by such Person, including but not 

limited to the nature and size of the position, the trading strategy employed 

with respect to the position, and hedging information, if applicable;

3. be deemed to have consented, when so ordered by the Company, in its 

sole discretion, not to further increase the positions, to comply with any 

prospective limit which exceeds the size of the position owned or 

controlled, or to liquidate any open position which exceeds position 

accountability levels; and
85

4. liquidate Company Contracts, if applicable, in an orderly manner.

C. This Rule shall not limit the jurisdiction of the Company to take action that it 

determines necessary or appropriate in respect of any positions on the Company, 

including but not limited to the Company taking steps to liquidate such Company 

Contracts on behalf and at the expense of such Participant to the extent necessary 

to eliminate such excess.

Rule 8.17 Aggregation of Positions

A. For purposes of Rule 8.15 and Rule 8.16, all positions in Company Contracts must 

be aggregated as required by CFTC Regulations. Aggregation of positions shall 

apply to:

1. All positions in accounts for which a Person by power of attorney or 

otherwise directly or indirectly owns the positions or controls the trading of 

the positions. Position limits shall apply to positions held by two or more 

Persons acting pursuant to an expressed or implied agreement or 

understanding, in the same as if the positions were held by, or the trading 

of the positions was done by, a single Person.

2. Any Person holding positions in more than one account, or holding 

accounts or positions in which the Person by power of attorney or otherwise 

directly or indirectly has a ten percent or greater ownership or equity 

interest, must aggregate all such accounts or positions unless such Person 

is exempted from aggregating such positions by CFTC Regulations.

B. Any Participant seeking an exemption from aggregation of positions must (1) 

satisfy the exemptive requirements in CFTC Regulations; and (2) apply for a 

Company-approved exemption in the form and manner as may be prescribed by 

the Company from time to time.

Rule 8.18 Large Trader Reporting

A. Each Participant shall submit to the Company (i) a daily report of all positions that 

exceed the reportable position levels set forth on the Website and (ii) a copy of the 

CFTC Form 102 (Identification of Special Accounts, Volume Threshold Accounts 

and Consolidated Accounts and which shall include a Series S filing made 

pursuant to CFTC Regulation 20.5) filed by the Participant or Executing Participant 
86

with the CFTC for such Participant’s or Executing Participant’s Customers’ 

reportable accounts. The Form 102 shall be submitted to the Company no later 

than the Settlement Bank Business Day following the date on which the account 

becomes reportable.

B. Positions in Company Contracts at or above the reportable level set forth on the 

Website trigger reportable status. For a Participant in reportable status, all

positions, regardless of size, in relevant Company Contracts must be reported to 

the Company, in addition to any regulatory obligations a Participant may have 

separate and apart from these Rules.

C. All large trader reports shall be submitted in the form and manner specified by the 

Company. The Company may require that more than one large trader report be 

submitted daily. The Regulatory Oversight Committee may require certain 

Participants to provide reports on a lesser number of positions than otherwise 

required by the Company.

Rule 8.19 Compliance

Each Participant shall have a compliance program commensurate with the size and scope of its 

trading activities on the Company and designed to ensure appropriate, timely and ongoing review 

of trading practices and compliance with the Rules. Each Participant shall act in accordance with 

these practices for compliance and monitoring with regard to its Company activity:

A. Provide for proper training of personnel on the provisions of the Rules;

B. Maintain internal policies and procedures to promote compliance with the Rules;

C. Promptly disclose to the Company the details of any violations of the Rules 

involving a Participant’s activities on the Company, including its own activities or 

those of another Participant, and a Participant shall promptly disclose to the 

Company the details of any disciplinary sanctions, fines or other related 

determinations made by a Regulatory Agency or another market on which such 

Participant trades, or provision of market information to the Company or any of its 

Affiliates;

D. Provide an environment that encourages employees to engage in safe and 

confidential discussions and to disclose to senior management any trading 

practices that might violate the Rules;
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E. Require any consultant, contractor and subcontractor to disclose all financial 

affiliations and conflicts of interest. Ensure that consultants, contractors or 

subcontractors do not cause any disclosure of information in violation of the Rules, 

including this code of conduct, and that confidentiality agreements are in effect 

where appropriate; and

F. Establish clear lines of accountability for trading practices, including provisions 

relating to the responsibilities of corporate officers, with appropriate oversight by 

the board of directors or other senior corporate management committee.
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CHAPTER 9 Discipline and Enforcement

Rule 9.1 General

A. Market Monitoring

1. The Company shall record and store a record of all data entered into the 

Platform, including the Participant’s and Authorized User’s identity, 

information on Transactions and any other information required and in 

accordance with the Company’s policies.

2. The Company shall conduct market surveillance and trade practice 

surveillance by monitoring and reviewing data entered into the Platform 

using programs designed to alert the Company of potentially unusual or 

violative trading activity.

3. The Company, through the Compliance Department, shall initiate a review 

of unusual or violative trading activity and, where appropriate, investigate 

such activity. The Compliance Department will also conduct investigations 

when Compliance Department staff at any time has reason to believe that 

inappropriate activity of any sort is taking place on the Company, Platform 

or Website.

B. All Persons within the Company’s jurisdiction are subject to this Chapter 9 if they 

are alleged to have violated, to have aided and abetted a violation, to be violating, 

or to be about to violate, any Rule or any provision of Applicable Law for which the 

Company possesses disciplinary jurisdiction.

C. Compliance Department

1. The Company has a Compliance Department consisting of one or more 

compliance staff. The Chief Compliance Officer is responsible for 

overseeing the Compliance Department and shall report to the Regulatory 

Oversight Committee and the CEO.

2. The Compliance Department shall investigate unusual trading activity or 

other activity that the Compliance Department has reasonable cause to 

believe could constitute a violation of these Rules, and shall enforce the 

Rules and prosecute possible Rule violations within the Company’s 

disciplinary jurisdiction.
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3. The Compliance Department shall conduct at least annual reviews of all 

Participants to verify compliance with Company Rules. The Compliance 

Department may conduct periodic reviews of all persons and firms subject 

to the Company’s Rules to verify compliance with the Company Rules. 

Such reviews may include, but are not limited to, reviews of randomly 

selected samples of audit trail data, reviews of the process by which User 

ID records are maintained, reviews of usage patterns associated with User 

IDs, and reviews of account numbers and Customer Type Indicator codes.

D. The Company, through the Compliance Department, Disciplinary Panel and 

Appeals Committee, shall conduct inquiries, investigations, disciplinary 

proceedings and appeals from disciplinary proceedings, summary impositions of 

fines, summary suspensions or other summary actions in accordance with this 

Chapter 9. Any Person subject to the Company’s jurisdiction under Rule 3.1 is 

subject to the Company’s disciplinary authority set forth in this Chapter 9.

E. The Company, through the Compliance Department, will commence an 

investigation upon (i) the discovery or receipt of information that indicates a 

reasonable basis for finding that a violation may have occurred or will occur, or (ii)

the receipt of a request from Commission staff. 

F. No Company Official shall interfere with or attempt to influence the process or 

resolution of any Disciplinary Action, except to the extent provided under these 

Rules with respect to a proceeding in which a Person is a member of the relevant 

Disciplinary Panel or Appeals Committee.

G. Representation by Counsel

1. A Respondent, upon being served with a Notice of Charges, has the right 

to retain and be represented by legal counsel or any other representation 

of its choosing, except any Director or a member of the Disciplinary Panel 

or person substantially related to the underlying investigations, such as 

material witnesses or respondents during such proceedings.

2. In the event of any appeal that requires the Company to retain legal 

counsel, the Respondent shall be responsible for the reasonable attorney’s 

fees incurred by the Company if the Respondent does not prevail in the 

dispute.
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H. The Company may hold a Participant liable for, and impose sanctions against such 

Participant, for such Participant’s own acts and omissions that constitute a violation 

as well as for the acts and omissions of each Authorized User, Authorized 

Representative or other Person using a User ID of such Participant, or other agent 

or representative of such Participant (other than an Executing Participant acting as 

agent for such Participant), in each case, that constitute a violation as if such 

violation were that of the Participant.

I. Ex Parte Communications

1. A Respondent (and any counsel or representative of such Respondent) 

and the Compliance Department (and any counsel or representative of the 

Compliance Department) shall not knowingly make or cause to be made 

an ex parte communication relevant to the merits of a disciplinary 

proceeding or an appeal from a disciplinary proceeding to any member of 

the Disciplinary Panel or the Appeals Committee that hears such 

proceeding.

2. Members of a Disciplinary Panel or Appeals Committee shall not knowingly 

make or cause to be made an ex parte communication relevant to the 

merits of a disciplinary proceeding or an appeal from a disciplinary 

proceeding to any Respondent (and any counsel or representative of such 

Respondent) or the Compliance Department (and any counsel or 

representative of the Compliance Department).

3. Any Person who receives, makes or learns of any communication that is 

prohibited by this Rule 9.1I shall promptly give notice of such 

communication and any response thereto to the Compliance Department 

and all parties to the proceeding to which the communication relates.

4. A Person shall not be deemed to have violated this Rule 9.1I if the Person 

refuses an attempted communication concerning the merits of a 

proceeding as soon as it becomes apparent that the communication 

concerns the merits.

Rule 9.2 Investigations

A. The Compliance Department will endeavor to complete any investigation within 12 

months of the time unusual trading activity or a potential Rule violation is 
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suspected, unless there exists significant reason to extend the investigation 

beyond such period. Upon the conclusion of any investigation, the Compliance 

Department shall draft a report detailing the facts that led to the opening of the 

investigation, the facts that were found during the investigation, and the 

Compliance Department’s analysis and conclusion. Such internal report shall be 

maintained in accordance with Rule 2.14.

B. The Compliance Department has the authority to:

1. initiate and conduct inquiries and investigations;

2. examine books and records of any Person subject to the Company’s 

jurisdiction under Rule 3.1;

3. prepare investigative reports and make recommendations concerning 

initiating disciplinary proceedings;

4. issue a Notice of Charges to a Respondent;

5. prosecute alleged violations within the Company’s disciplinary jurisdiction; 

and

6. represent the Company on appeal from any disciplinary proceeding, 

summary imposition of fines, summary suspension or other summary 

action.

C. Each Person subject to the jurisdiction of the Company:

1. is obligated to appear and testify and respond in writing to interrogatories 

within the time period required by the Compliance Department in 

connection with:

a. any Rule;

b. any inquiry or investigation; or

c. any preparation by and presentation during a Disciplinary Action;

2. is obligated to produce books, records, papers, documents or other 

tangible evidence in its possession, custody or control within the time 

period required by the Compliance Department in connection with:

a. any Rule;
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b. any inquiry or investigation; or

c. any preparation by and presentation during a Disciplinary Action; 

and

3. may not impede or delay any Disciplinary Action.

Rule 9.3 Disciplinary Panel

A. The Respondent disputes the Compliance Department’s findings with respect to a 

Disciplinary Action, the Company shall convene the Disciplinary Panel to 

adjudicate the findings by the Compliance Department that are under dispute. The 

Chief Compliance Officer or an individual designated by the Chief Compliance 

Officer may be appointed to argue the matter on behalf of the Company.

1. Members of the Disciplinary Panel shall be individuals that do not have a 

direct interest (financial, personal or otherwise) in the matter, but in no 

event may be members of the Compliance Department or any Persons 

involved in adjudicating any other stage of the same proceeding.

2. In the event that members of the Disciplinary Panel do not satisfy the 

requirements of this Rule 9.3A.2, then the Regulatory Oversight Committee 

may substitute a new member for the Disciplinary Panel or act as the 

Disciplinary Panel, to the extent that the substituted member or the 

Regulatory Oversight Committee, as the case may be, does not have a 

direct interest (financial, personal or otherwise) in the matter.

B. Members of the Disciplinary Panel and the Compliance Department may not 

communicate regarding the merits of a matter brought before the Disciplinary 

Panel without informing the Respondent who is the subject of the communication 

of the substance of such communication and allowing the Respondent an 

opportunity to respond. The Compliance Department may compel testimony, 

subpoena documents, and require statements under oath from any Respondent 

or, to the extent the Respondent is a Participant, any of its Authorized Users, 

Authorized Representatives or other employees or agents.

C. The Compliance Department and other Company Representatives working under 

the supervision of the Compliance Department may not operate under the direction 

or control of any Participant, Authorized User, Authorized Representative or any 
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other representative of a Participant, or trade, directly or indirectly, in any 

commodity interest traded on or subject to the rules of any Designated Contract 

Market or Swap Execution Facility.

Rule 9.4 Notice of Charges

A. The Compliance Department shall issue a Notice of Charges to a Respondent by 

electronic mail and the U.S. Postal Service to that Respondent’s last known 

address if the Compliance Department determines that there is reasonable cause 

to believe that a Respondent has violated these Rules or Applicable Law. The 

Notice of Charges shall include:

1. the reason the investigation was initiated;

2. the Rule or Rules alleged to have been violated;

3. the Respondent’s response, if any, or a summary of the response;

4. a summary of the investigation conducted;

5. findings of fact and the Compliance Department’s conclusions as to each 

charge, including which of these Rules the Respondent violated, if any;

6. a summary of the Respondent’s, and any relevant Authorized User’s or 

Authorized Representative’s, disciplinary history, if any;

7. the penalty, if any, proposed by the Compliance Department; and

8. the Respondent’s right to a hearing.

B. If the Compliance Department institutes an investigation of any Affiliate of the 

Company, the Chief Compliance Officer shall notify the Commission’s Division of 

Market Oversight, or its successor division, of that fact. At the conclusion of any 

such investigation, the Chief Compliance Officer shall provide the Commission’s 

Division of Market Oversight, or its successor division, with a copy of the report or 

other documentation specified in Rule 9.2.

Rule 9.5 Contesting and Appeals

A. The Respondent subject to the investigation may contest the Notice of Charges by 

submitting an answer to the Notice of Charges by electronic mail to the Compliance 

Department within 15 days of receipt of the Notice of Charges. The Respondent’s 
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answer must contain a detailed response to the findings and conclusions as to 

each charge and any other information the Respondent believes is relevant.

B. The Respondent has a right to examine all relevant books, documents, or other 

evidence in the possession or under the control of the Compliance Department, 

except that the Compliance Department may withhold from inspection any 

documents that:

1. are privileged or that constitute attorney work product;

2. were prepared by any Company Representative but which will not be 

offered in evidence in the disciplinary proceedings;

3. may disclose a technique or guideline used in examinations, investigations, 

or enforcement proceedings; or

4. disclose the identity of a confidential source.

C. If the Respondent fails to answer a Notice of Charges, then such failure shall be 

deemed an admission to the findings in the Notice of Charges, and the Compliance 

Department’s findings and conclusions shall become final and the Compliance 

Department shall impose the penalty (if any) that it proposes. The Compliance 

Department shall notify the Respondent of the imposition of any penalty and send 

a copy of the Notice of Charges by electronic mail and the U.S. Postal Service to 

that Respondent’s last known address.

D. If the findings of the Compliance Department are contested, the Compliance 

Department’s report and the Respondent’s response will be submitted to a 

Disciplinary Panel.

E. The Disciplinary Panel will conduct a fair hearing with the Compliance Department 

or other Company Representative and the Respondent within 15 calendar days of 

receipt of the Participant’s answer to the Notice of Charges contesting such Notice 

of Charges. Parties may attend telephonically. The formal rules of evidence shall 

not apply, but the hearing procedures must not deny a fair hearing.

1. The hearing shall be recorded, and all information submitted by the parties 

and the recording of the hearing shall be preserved by the Compliance 

Department, along with the Disciplinary Panel’s findings, as the record of 

the proceedings (the “hearing record”) in accordance with Rule 2.14.
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2. The hearing record shall be transcribed if requested by the Commission or 

Respondent, if the decision is appealed pursuant to these Rules, or if the 

Commission reviews the decision pursuant to Section 8c of the CEA or Part 

9 of CFTC Regulations.

F. Prior to the Disciplinary Panel’s hearing, the parties may (but need not) submit 

proposed findings, briefs, and exhibits (including affidavits), and during the hearing 

the parties may present witnesses. The Respondent is entitled to cross-examine 

witnesses. Persons within the Company’s jurisdiction who are called as witnesses 

must participate in the hearing and produce evidence. The Compliance 

Department shall use reasonable efforts to secure the presence of all other 

witnesses whose testimony would be relevant.

G. Within 15 days after the Disciplinary Panel’s hearing, the Disciplinary Panel shall 

issue a decision, which shall be delivered to the Respondent by electronic mail 

and the U.S. Postal Service to the Respondent’s last known address. The findings 

of the Disciplinary Panel shall contain the following information:

1. the Notice of Charges or a summary thereof, and any answer to the 

charges or a summary thereof;

2. a summary of the evidence received;

3. findings and conclusions with respect to each charge, and a complete 

explanation of the evidence and other basis for such findings and 

conclusions;

4. an indication of each specific rule that the Respondent was found to have 

violated;

5. a declaration of any penalty to be imposed on the Respondent as the result 

of the findings and conclusions, including the basis for such penalty;

6. the effective date and duration of that penalty; and

7. a statement that the Respondent has the right to appeal any adverse 

decision by the Disciplinary Panel to the Appeals Committee within 15 

calendar days of receipt of the Disciplinary Panel’s decision.
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H. The Disciplinary Panel’s decision shall be final on the date it is signed by the 

members of the Disciplinary Panel, the finality of which shall be effective on the 

day after the last day of the appeal period.

I. Either the Participant or the Compliance Department or the Company 

Representative may appeal the decision of the Disciplinary Panel within 15 

calendar days by filing an appeal by electronic mail with the Appeals Committee 

and forwarding a copy to the other parties to the appeal. The Appeals Committee 

may review a decision on its own initiative. Any penalties shall be stayed pending 

appeal unless the Regulatory Oversight Committee determines that a stay pending 

appeal would likely be detrimental to the Company, other Participants, or the 

public. The Appeals Committee shall review the hearing record and any 

information submitted by the Compliance Department or the Company 

Representative and the Respondent on appeal and issue a decision, which shall 

be final on the date of such issuance. The Respondent shall be notified of the 

Appeals Committee’s decision by electronic mail and by the U.S. Postal Service to 

the Respondent’s last known address. The hearing record, any information 

submitted on appeal, and the Appeals Committee’s decision shall be preserved as 

the record on appeal in accordance with Rule 2.14. The decision shall contain the 

information listed in Rule 9.5 except for 9.5(G)(7), and will also contain:

1. a statement that any Person aggrieved by the action may have a right to 

appeal the action pursuant to Part 9 of the Commission’s Regulations, 

within 30 calendar days of service; and

2. a statement that any Person aggrieved by the action may petition the 

Commission for a stay pursuant to Part 9 of the Commission’s Regulations, 

within ten calendar days of service.

Rule 9.6 Settlements

A. The Company may enter into settlements with any Respondent any time following 

the issuance of a Notice of Charges and prior to any final decision by the Appeals 

Committee. The Respondent may initiate a settlement offer. Any settlement offer 

shall be forwarded to the Disciplinary Panel with a recommendation by the 

Compliance Department that the proposed settlement be accepted, rejected, or 
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modified. A settlement offer may be withdrawn at any time before it is accepted by 

the Disciplinary Panel.

B. The Disciplinary Panel may accept or reject a proposed settlement, and the 

decision of the Disciplinary Panel shall be final. In addition, the Disciplinary Panel 

may propose a modification to the proposed settlement for consideration by the 

Respondent and the Compliance Department.

C. Any settlement under this Rule shall be in writing and shall state:

1. the Notice of Charges or a summary thereof;

2. the Respondent’s answer, if any, or a summary thereof;

3. a summary of the investigation conducted;

4. findings and conclusions as to each charge, including each act the 

Respondent was found to have committed or omitted, be committing or 

omitting, or be about to commit or omit, and each of these Rules or 

Applicable Law that such act or practice violated, is violating, or is about to 

violate;

5. any penalty imposed and the penalty’s effective date; and

6. where customer harm is found to exist, full customer restitution where it 

can be reasonably determined.

D. Failed settlement negotiations, or withdrawn settlement offers, will not prejudice a 

Respondent or otherwise affect subsequent procedures in the Rule enforcement 

process.

Rule 9.7 Notice of Decision

A. The Compliance Department shall provide to the Respondent notice of the 

Disciplinary Action, decision of the Disciplinary Panel or Appeals Committee, or 

settlement in which sanctions are imposed, no later than two Settlement Bank 

Business Days after it becomes final.

B. The Compliance Department shall provide to the NFA for inclusion in its Internetaccessible database of disciplinary matters within two Settlement Bank Business 

Days after a decision becomes final, notice of any decision providing that a 

Respondent is suspended, expelled, disciplined or denied access to the Company.
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C. The Compliance Department shall make public notice of the Disciplinary Action 

when the Disciplinary Action becomes final by posting on its Website the 

information required by CFTC Regulation 9.11, for a period of five consecutive 

Settlement Bank Business Days in accordance with CFTC Regulation 9.13.

Rule 9.8 Penalties

As a result of a Disciplinary Action or as part of a settlement, the Compliance Department may 

impose one or more of the following penalties, commensurate with the violation committed, in 

consideration with the Respondent’s disciplinary history, and including full customer restitution 

where customer harm is found and where such restitution can be reasonably determined:

A. a letter of warning, censure, or reprimand (although no more than one such letter 

may be issued to the same Person found to have committed the same Rule 

violation within a rolling 12-month period);

B. a fine or penalty for each Rule or Applicable Law violation sufficient to deter 

recidivism plus the monetary value of any benefit received as a result of the 

violation or the cost of damages to the unoffending counterparty;

C. suspension of Participant or Authorized User status or privileges for a specified 

period, including partial suspension of such privileges (for example, suspension of 

Trading Privileges or Clearing Privileges in particular types of Company Contracts 

or of placement of certain types of orders); 

D. a prohibition against FCM Participants and/or Executing Participants from entering 

Transactions on behalf of a Customer who has violated these Rules, the CEA or 

CFTC Regulation or other Applicable Law; and

E. revocation of Participant or Authorized User status or privileges, including partial 

revocation of such privileges (for example, revocation of Trading Privileges or 

Clearing Privileges in particular types of Company Contracts or of placement of 

certain types of orders).

Rule 9.9 Summary Suspension

A. The Compliance Department may summarily suspend or restrict a Participant’s or 

an Authorized User’s privileges if the Chief Compliance Officer believes 

suspension or restriction is necessary to protect the swaps, commodity futures or 

options markets, the Company, the public, or other Participants.
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B. All access denials, suspensions, expulsions and other restrictions imposed upon 

a Participant or Authorized User by the Compliance Department pursuant to these 

Rules shall restrict with equal force and effect, access to, and use of, the Company.

C. The Compliance Department may deny or terminate the status of a Participant, 

including an FCM Participant, Executing Participant or Liquidity Provider, and any 

Authorized User if (i) such Person is unable to demonstrate its ability to satisfy the 

applicable criteria set forth in Chapter 3 of these Rules; (ii) such Person is unable 

to demonstrate its compliance with all other applicable Rules; (iii) such Person’s 

inability to demonstrate compliance with such criteria or Rules would, in the 

Company’s sole discretion, bring the Company into disrepute or cause the 

Company to fail to be in compliance with the CEA or CFTC Regulations or other 

laws and regulations; (iv) such Person or any of its Authorized Users, as 

applicable, has committed a violation of the Rules; or (v) other good cause is 

shown as the Company may reasonably determine in its discretion.

D. Upon any suspension or revocation of an FCM Participant, any open Order on the 

Platform for such FCM Participant’s Customer(s) shall be cancelled by the 

Company. 

E. Whenever practicable the Compliance Department shall notify the Participant or 

Authorized User whose privileges are to be summarily suspended by electronic 

mail before the action is taken. If prior notice is not practicable, the Participant or 

Authorized User shall be served with notice by electronic mail at the earliest 

opportunity. This notice shall:

1. state the action taken or to be taken;

2. briefly state the reasons for the action;

3. state the time and date when the action became or becomes effective and 

its duration; and

4. state that any Person aggrieved by the action may petition the Commission 

for a stay of the effective date of the action pending a hearing pursuant to 

Part 9 of CFTC Regulations, within ten calendar days of service.

F. The Participant or Authorized User whose privileges are to be summarily 

suspended shall be given an opportunity for appeal under the procedures outlined 
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in Rule 9.5I. The decision affirming, modifying, or reversing the summary 

suspension shall be furnished by electronic mail to the suspended Participant or 

Authorized User, and to the Commission no later than one Settlement Bank 

Business Day after it is issued. The decision shall contain:

1. a description of the action taken and the reasons for the action;

2. a brief summary of the evidence received during the appeal process;

3. findings and conclusions;

4. a determination as to whether the summary action that was taken should 

be affirmed, modified, or reversed;

5. a declaration of any action to be taken against the suspended Participant 

or Authorized User as the result of that determination;

6. the effective date and duration of that action;

7. a determination of the appropriate relief based on the findings and 

conclusions;

8. a statement that any Person aggrieved by the action may have a right to 

appeal the action pursuant to Part 9 of the Commission’s Regulations, 

within 30 calendar days of service; and

9. a statement that any Person aggrieved by the action may petition the 

Commission for a stay pursuant to Part 9 of the Commission’s Regulations, 

within ten calendar days of service.

Rule 9.10 Reporting Violations to the Commission

A. Whenever the Company suspends, expels, fines or otherwise disciplines or denies 

any Person access to the Platform, the Company will make the disclosures 

required by Commission Regulations. Without limiting the generality of the 

foregoing, upon rendering a final decision regarding a disciplinary or access denial 

action, the Company shall provide notice to the Commission by filing with NFA’s 

BASIC.

B. The Company will submit to the Commission a schedule listing all those Company 

Rule violations which constitute disciplinary offenses as defined in paragraph 

(a)(6)(i) of CFTC Regulation 1.63 and, to the extent necessary to reflect revisions, 
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will submit an amended schedule within thirty days of the end of each calendar 

year. The Company will maintain the schedule required by this section, and post 

the schedule on the Company’s website.

C. The Company will submit to the Commission within thirty days of the end of each 

calendar year a certified list of any Participants or Persons who have been 

removed from any Disciplinary Panel, the Board or any Company committee 

pursuant to these Rule or Applicable Law during the prior year.

D. Whenever the Company finds by final decision that a Participant or Person has 

violated a Rule or otherwise committed a disciplinary offense and such finding 

makes such person ineligible to serve on the Company’s Disciplinary Panels, 

Company committees, or the Board, the Company shall inform the Commission of 

such finding and the length of the ineligibility in a notice it is required to provide to 

the Commission pursuant to either CEA Section 17(h)(1) or CFTC Regulation 9.11.
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CHAPTER 10 Arbitration

Rule 10.1 In General

A. If so elected by a Customer, any Claim by the Customer against a Participant 

(including any related counterclaims) shall be settled by arbitration in accordance 

with this Chapter 10.

B. Any Claim by a Participant against another Participant (including any related 

counterclaims) shall be settled by arbitration in accordance with this Chapter 10. 

Arbitration proceedings invoked pursuant to this paragraph shall be independent 

of, and shall not interfere with or delay the resolution of Customers' Claims 

submitted for arbitration pursuant to paragraph A.

C. Notwithstanding paragraph B, the arbitration panel, in its sole and absolute 

discretion, may decline to take jurisdiction of, or, having taken jurisdiction may at 

any time decline to proceed further with, any Claim or any other dispute, 

controversy or counterclaim, other than such as may be asserted under paragraph 

A.

D. A Claim brought pursuant to this Rule 10.1 shall be adjudicated by qualified 

arbitrators appointed in accordance with Rule 10.5 below.

E. Persons to a dispute resolved in accordance with this Chapter 10 shall have the 

right to retain and be represented by legal counsel or any other representation of 

its choosing, except any Director or a member of the Disciplinary Panel or person 

substantially related to the underlying investigations, such as material witnesses 

or respondents during such proceedings. Persons to a dispute resolved in 

accordance with this Chapter 10 shall be responsible for their own costs, expenses 

and attorneys’ fees incurred in connection with the dispute. Notwithstanding the 

foregoing, the Person that prevails shall be entitled to recover from the other party 

all costs, expenses and reasonable attorneys’ fees incurred in any arbitration 

arising out of or relating to this Chapter 10, and in any legal action or administrative 

proceeding to enforce any arbitration award or relief.

F. Any award or relief granted by the arbitrators hereunder shall be final and binding 

on the parties hereto and may be enforced by any court of competent jurisdiction.
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G. Notwithstanding the foregoing, this Chapter 10 does not apply to disputes between 

Participants where:

1. such Persons are required by the rules of a non-Company Self-Regulatory 

Organization to submit to the dispute resolution procedures of that SelfRegulatory Organization; or

2. such Persons have, by valid and binding agreement, committed to arbitrate 

or litigate in a forum other than the Company.

H. For purposes of this Chapter 10, the term “Claim” means any dispute which arises 

out of any Transaction, which dispute does not require for adjudication the 

presence of essential witnesses or third parties over whom the Company does not 

have jurisdiction or who are otherwise not available. The term “Claim” does not 

include disputes arising from underlying commodity transactions which are not a 

part of, or directly connected with, any Transaction.

Rule 10.2 Fair and Equitable Arbitration Procedures

A. A Person desiring to initiate an arbitration as provided in Rule 10.1 shall file a notice 

of arbitration (a “Notice”) within two years from the time the Claim arose. The 

Notice must set forth the name and address of the party or parties against whom 

the Claim is being asserted, the nature and substance of the Claim, the relief 

requested and the factual and legal bases alleged to underlie such relief.

B. The Notice shall be accompanied by a non-refundable check payable to the 

Company in payment of the arbitration fee. The amount of the fee shall be (i) $500 

for a Claim requesting relief totaling less than $25,000 in the aggregate or (ii) 

$1,000 for a Claim requesting relief totaling $25,000 or more in the aggregate.

C. Upon receipt, the Company shall promptly convene an arbitration panel in 

accordance with Rule 10.5. The Company shall deliver a copy of the Notice to 

each other party and to the arbitration panel.

D. Within 20 days following the delivery of the Notice, each respondent shall file a 

written response (a “Response”) with the Company, with a copy to the claimant, 

setting forth its or his position and any counterclaims, as applicable. If the 

Response sets forth one or more counterclaims, the claimant shall file within 20 
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days a written reply to such counterclaims with the Company, with a copy to the 

claimant.

E. Once each party has had an opportunity to respond to the Claim and all 

counterclaims, the arbitration panel shall promptly schedule a hearing. 

Notwithstanding, Claims requesting relief totaling less than $5,000 in the 

aggregate may, in the interests of efficiency and economy, be resolved without 

hearing.

F. The chairman of the arbitration panel shall preside over the hearing and shall make 

such determinations on the relevancy and procedure as will promote a fair and 

expeditious adjudication.

G. The arbitration panel shall consider all relevant, probative testimony and 

documents submitted by the parties. The arbitration panel shall not be bound by 

the formal rules of evidence.

H. The final decision of the panel shall be by majority vote of the arbitrators, as 

applicable.

I. Within 60 days after the termination of the hearing, the arbitration panel shall 

render its final decision in writing and deliver a copy thereof either in person or by 

first-class mail to each of the parties. The arbitration panel may grant any remedy 

or relief which it deems just and equitable, including, without limitation, the 

awarding of interest and the arbitration fee.

J. The final decision of the arbitration panel shall not be subject to appeal within the 

Company.

K. No verbatim record shall be made of the proceedings, unless requested by a party 

who shall bear the cost of such record.

Rule 10.3 Withdrawal of Arbitration Claim

Any Notice may be withdrawn at any time before the Response is filed in accordance with this 

Chapter 10. If a Response has been filed, any withdrawal shall require consent of the party 

against which the Claim is asserted.

Rule 10.4 Penalties

A. Any failure on the part of a Person to arbitrate a dispute subject to this Chapter 10, 

or the commencement by any such Person of a suit in any court prior to arbitrating 
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a case that is required to be arbitrated pursuant to this Chapter 10, violates these 

Rules and shall subject such Person to disciplinary proceedings pursuant to 

Chapter 9. Any Person that does not arbitrate a dispute pursuant to Rule 10.1G

shall not be deemed to have violated these Rules.

B. The Chief Compliance Officer, in consultation with the Regulatory Oversight 

Committee, may summarily suspend, pursuant to Rule 9.9, a Participant that fails 

to timely satisfy an arbitration award rendered in any arbitration pursuant to this 

Chapter 10.

Rule 10.5 Arbitration Panel

A. On an as-needed basis, the Company shall convene an arbitration panel to 

adjudicate an arbitration claim under this Chapter 10. For a Claim requesting relief 

totaling less than $25,000 in the aggregate, the arbitration panel shall consist of 

one individual. For a Claim requesting relief totaling $25,000 or more in the 

aggregate, the arbitration panel shall consist of three individuals.

B. Members of the arbitration panel shall be individuals that do not have a direct 

interest (financial, personal or otherwise) in the matter.

C. Any member of the arbitration panel may disqualify himself for any reason he 

deems appropriate.

D. Each member of the arbitration panel shall conduct himself in a manner consistent 

with the American Bar Association/American Arbitration Association's "Code of 

Ethics for Arbitrators in Commercial Disputes," which the Company hereby adopts 

as its own code of ethics for arbitrators.

E. Each member of the arbitration panel must have no less than five years’ 

experience in the financial services industry, and no less than one arbitrator must 

have no less than five years’ experience in the commodity futures or swap industry.

F. In the event that members of the arbitration panel do not satisfy the requirements 

of this Rule 10.5, then the Regulatory Oversight Committee may substitute a new 

member for the arbitration panel or act as the arbitration panel, to the extent that 

the substituted member or the Regulatory Oversight Committee, as the case may 

be, does not have a direct interest (financial, personal or otherwise) in the matter.
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CHAPTER 11 Miscellaneous

Rule 11.1 Adjustments Necessitated by Material Changes in the Underlying

In the event that, prior to or during the term of a Series, changes beyond the control of the 

Company occur in the availability of the Underlying or in the way the Underlying is calculated, or 

a value for the Underlying is unavailable or undefined in light of intervening events, the Company 

may delay listing Series or adjust the terms of outstanding Series as it deems appropriate in its 

discretion to achieve fairness to holders of Company Contracts of the affected Series.

Rule 11.2 Prohibition on Trading by Company Personnel; Misuse of Material, Non-Public 

Information

A. Terms used in this Rule 11.2 and not otherwise defined in these Rules shall have 

the meanings set forth in CFTC Regulations 1.3 and 1.59. 

B. Company Personnel may not trade, directly or indirectly any Company Contract or 

any related financial instrument.

C. Company Representatives may not trade, directly or indirectly any Company 

Contract or financial instrument where such Company Representative has access 

to material, non-public information concerning such Company Contract or financial 

instrument.

D. The Chief Compliance Officer (or, in the case of the Chief Compliance Officer, the 

Board) may grant exemptions in accordance with the provisions of this Rule 11.2

to Company Personnel on a case-by-case basis under circumstances where the 

Company Personnel is participating in pooled investment vehicles and the 

Company Personnel has no direct or indirect control over Transactions effected by 

or for the account of the pool.

E. For the avoidance of doubt, participation by Company Personnel in a retirement 

plan sponsored by the Company shall not be deemed to constitute trading directly 

or indirectly in a Company Contract or financial instrument, notwithstanding such 

plan’s trading of Company Contracts or financial instruments.

F. Any exempt Company Personnel that has received an exemption under Rule 

11.2D must:
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1. furnish to the Company (or, in the case of the Chief Compliance Officer, to 

the Board) account statements and other documents relevant to the trading 

activities that are so exempted; and

2. inform the Chief Compliance Officer (or, in the case of the Chief 

Compliance Officer, the Board) within one Settlement Bank Business Day 

of any material change of information that may affect such Company 

Personnel’s qualification for such exemption.

G. Company Representatives are prohibited from disclosing material, non-public 

information obtained as a result of their employment, agency relationship or 

engagement with the Company for any purpose inconsistent with such Person’s 

duties or responsibilities as an employee, agent, independent contractor, Director 

or Committee member.

Rule 11.3 Property Rights

A. Each Participant on behalf of itself and each of its Affiliates, Authorized Users and 

other Persons affiliated with any of the foregoing, hereby acknowledges and 

agrees that LedgerX LLC owns and shall retain all right, title and interest in and to 

the Company, all components thereof, including, without limitation, all related 

applications, all application programming interfaces, user interface designs, 

software and source code and any and all intellectual property rights therein, 

including, without limitation, all registered or unregistered, as applicable, (a) 

copyright, (b) trademark, (c) service mark, (d) trade secret, (e) trade name, (f) data 

or database rights, (g) design rights, (h) moral rights, (i) inventions, whether or not 

capable of protection by patent or registration, (j) rights in commercial information 

or technical information, including know-how, research and development data and 

manufacturing methods, (k) patent, and (l) other intellectual property and 

ownership rights, including applications for the grant of any of the same, in or to 

LedgerX LLC and all other related proprietary rights of LedgerX LLC and/or any of 

its Affiliates (together, with any and all enhancements, corrections, bug fixes, 

updates and other modifications to any of the foregoing and any and all data or 

information of any kind, other than Proprietary Data and Personal Information, 

transmitted by means of any of the foregoing, including, without limitation, market 

data, the “Proprietary Information”). Each Participant on behalf of itself and each 

of its Affiliates, Authorized Users and other Persons affiliated with any of the 
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foregoing, further acknowledges and agrees that the Proprietary Information is the

exclusive, valuable and confidential property of LedgerX LLC. Each Participant 

acknowledges and agrees that it shall not and shall not permit its Affiliates, 

Authorized Users and other Persons affiliated with any of the foregoing to reverse 

engineer, copy, bug fix, correct, update, transfer, reproduce, republish, broadcast, 

create derivative works based on or otherwise modify, in any manner, all or any 

part of the Company or the Proprietary Information. Each Participant further agrees 

to and to cause each of its Affiliates, Authorized Users and other Persons affiliated 

with any of the foregoing to keep the Proprietary Information confidential and not 

to transfer, rent, lease, copy, loan, sell or distribute, directly or indirectly, all or any 

portion of the Company or any Proprietary Information.

B. Subject to the provisions of this Rule 11.3, each Participant on behalf of itself and 

each of its Affiliates, Authorized Users, and other Persons affiliated with any of the 

foregoing hereby acknowledges and agrees that LedgerX LLC is the owner of all 

rights, title and interest in and to all intellectual property and other proprietary rights 

(including all copyright, patent, trademark or trade secret rights) in market data, 

and all derivative works based thereon, and further agree not to distribute, create 

derivative works based on, or otherwise use or commercially exploit market data 

and any such derivative works, provided that Participants, Affiliates, Authorized 

Users, and such other Persons may use market data for their own internal 

business purposes. Without limiting the generality of the foregoing, Participants, 

Affiliates, Authorized Users, and other Persons affiliated with any of the foregoing 

may not distribute, sell or retransmit market data exchange to any third party.

C. Notwithstanding any other provision of this Rule 11.3, each Participant and 

Authorized User retains such rights as it may enjoy under applicable law with 

respect to market data solely in the form such market data was submitted to the 

Company by such Participant or Authorized User.

D. Transaction Data shall not be disclosed publicly other than on an aggregated or 

anonymous basis, or in a manner that does not directly or indirectly identify any 

market participant who has submitted such data.

E. LedgerX LLC shall not condition access to the Company upon a Participant’s 

consent to the use of Proprietary Data and Personal Information for business or 

marketing purposes. Proprietary Data and Personal Information may not be used 
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by the Company for business and marketing purposes unless the market 

participant has clearly consented to the use of Proprietary Data and Personal 

Information in such manner. LedgerX LLC, where necessary, for regulatory 

purposes, may share Proprietary Data and Personal Information with one or more 

Designated Contract Markets or Swap Execution Facilities. Nothing in this Rule 

shall preclude LedgerX LLC from disclosing Proprietary Data and Personal 

Information: (1) as required by Applicable Law or legal process; (2) as the 

Company may deem necessary or appropriate in connection with any litigation 

affecting the Company; (3) to any Company Representative authorized to receive 

such information within the scope of his or her duties; (4) to a third party performing 

regulatory or operational services for the Company, provided that such party has 

executed a confidentiality and non-disclosure agreement in a form approved by 

the Company; (5) to a duly authorized representative of the CFTC lawfully 

requesting Proprietary Data and Personal Information; (6) in a manner in which a 

market participant consents to such disclosure; (7) pursuant to the terms of an 

information-sharing agreement; or (8) as permitted by CFTC Regulations.

Rule 11.4 Signatures

Rather than rely on an original signature, the Company may elect to rely on a signature that is 

transmitted, recorded or stored by any electronic, optical, or similar means (including but not 

limited to telecopy, imaging, photocopying, electronic mail, electronic data interchange, telegram, 

or telex) as if it were (and the signature shall be considered and have the same effect as) a valid 

and binding original.

Rule 11.5 Governing Law

The Rules, and the rights and Obligations of the Company and Participants under the Rules, shall 

be governed by, and construed in accordance with, the laws of the State of New York without 

regard to any provisions of New York law that would apply the substantive law of a different 

jurisdiction. The State of New York is the “securities intermediary’s jurisdiction” within the meaning 

of Section 8-110(e) of the UCC for all purposes of the UCC. 

Rule 11.6 Legal Proceedings

A. Any action, suit or proceeding against the Company, its Officers, Directors, limited 

liability company members, employees, agents, or any member of any committee 

must be brought within one year from the time that a cause of action has accrued. 
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Any such action, suit or proceeding shall be brought in the State or Federal courts 

located within the City of New York, New York. Each Participant and Authorized 

User expressly consents to the jurisdiction of any such court, waives any objection 

to venue therein, and waives any right it may have to a trial by jury.

B. In the event that a Participant or Authorized User or an Affiliate of such Person 

who fails to prevail in a lawsuit or other legal proceeding instituted by such 

Participant or such Affiliate against (i) the Company or (ii) any Affiliate of the 

Company or any of its respective officers, directors, equity holders, employees, 

agents, or any member of any committee, and related to the business of the 

Company, such Participant or Authorized User shall pay to the Company all 

reasonable costs and expenses, including attorneys’ fees, incurred by the 

Company in the defense of such proceeding. This Rule 11.7 shall not apply to 

Company disciplinary actions, appeals thereof, or an instance in which the Board 

has granted a waiver of the provisions hereof.

C. The Company will provide to the Commission copies of documents pertaining to

Company-related pending legal proceedings as required under CFTC Regulation 

1.60.

Rule 11.7 LIMITATION OF LIABILITY; NO WARRANTIES

A. EXCEPT AS OTHERWISE SET FORTH IN THE RULES, OR DUE TO COMPANY 

OBLIGATIONS ARISING FROM THE ACT OR CFTC REGULATIONS, 

INCLUDING PARTS 38 AND 39 OF THE CFTC REGULATIONS, OR 

OTHERWISE UNDER APPLICABLE LAW, NEITHER THE COMPANY NOR ANY 

OF ITS COMPANY REPRESENTATIVES, AFFILIATES OR AFFILIATES’ 

REPRESENTATIVES SHALL BE LIABLE TO ANY PERSON, OR ANY PARTNER, 

DIRECTOR, OFFICER, AGENT, EMPLOYEE, AUTHORIZED USER OR 

AUTHORIZED REPRESENTATIVE THEREOF, FOR ANY LOSS, DAMAGE, 

INJURY, DELAY, COST, EXPENSE, OR OTHER LIABILITY OR CLAIM, 

WHETHER IN CONTRACT, TORT OR RESTITUTION, OR UNDER ANY OTHER 

CAUSE OF ACTION, SUFFERED BY OR MADE AGAINST THEM AS A RESULT

OF THEIR USE OF SOME OR ALL OF THE PLATFORM AND BY MAKING USE 

OF THE PLATFORM, SUCH PERSONS EXPRESSLY AGREE TO ACCEPT ALL 

LIABILITY ARISING FROM THEIR USE OF SAME.
111

B. EXCEPT AS OTHERWISE SET FORTH IN THESE RULES OR DUE TO 

COMPANY OBLIGATIONS ARISING FROM THE ACT OR CFTC 

REGULATIONS, INCLUDING PARTS 38 AND 39 OF THE CFTC REGULATIONS, 

OR OTHERWISE UNDER APPLICABLE LAW, NEITHER THE COMPANY NOR 

ANY OF ITS COMPANY REPRESENTATIVES, AFFILIATES OR AFFILIATES’ 

REPRESENTATIVES SHALL BE LIABLE TO ANY PERSON, OR ANY PARTNER, 

DIRECTOR, OFFICER, AGENT, EMPLOYEE, AUTHORIZED USER OR 

AUTHORIZED REPRESENTATIVE THEREOF, FOR ANY LOSS, DAMAGE, 

INJURY, DELAY, COST, EXPENSE, OR OTHER LIABILITY OR CLAIM, 

WHETHER IN CONTRACT, TORT OR RESTITUTION, OR UNDER ANY OTHER 

CAUSE OF ACTION, SUFFERED BY OR MADE AGAINST THEM, ARISING 

FROM (A) ANY FAILURE OR NON-AVAILABILITY OF THE PLATFORM; (B) ANY 

ACT OR OMISSION ON THE PART OF THE COMPANY, COMPANY 

REPRESENTATIVES, AFFILIATES OR AFFILIATES’ REPRESENTATIVES 

INCLUDING WITHOUT LIMITATION A DECISION OF THE COMPANY TO 

SUSPEND, HALT, OR TERMINATE TRADING OR TO VOID, NULLIFY OR 

CANCEL ORDERS OR TRADES IN WHOLE OR IN PART; (C) ANY ERRORS OR 

INACCURACIES IN INFORMATION PROVIDED BY THE COMPANY, 

AFFILIATES OR THE PLATFORM; (D) UNAUTHORIZED ACCESS TO OR 

UNAUTHORIZED USE OF THE PLATFORM BY ANY PERSON; (E) ANY FORCE 

MAJEURE EVENT, INCLUDING, BUT NOT LIMITED TO, THE UNAVAILABILITY 

OF THE BLOCKCHAIN AS REASONABLY DETERMINED BY THE COMPANY, 

AFFECTING THE COMPANY OR A COMPANY CONTRACT; OR (F) ANY LOSS 

TO ANY PARTICIPANT RESULTING FROM A PARTICIPANT’S OWN 

SECURITY OR THE INTEGRITY OF A PARTICIPANT’S TECHNOLOGY OR 

TECHNOLOGY SYSTEMS. THIS LIMITATION OF LIABILITY WILL APPLY 

REGARDLESS OF WHETHER OR NOT THE COMPANY, ANY COMPANY 

REPRESENTATIVES, ANY COMPANY AFFILIATES OR AFFILIATES’ 

REPRESENTATIVES (OR ANY DESIGNEE THEREOF) WAS ADVISED OF OR 

OTHERWISE MIGHT HAVE ANTICIPATED THE POSSIBILITY OF SUCH 

DAMAGES.

C. A PERSON’S USE OF THE PLATFORM, COMPANY PROPERTY AND ANY 

OTHER INFORMATION AND MATERIALS PROVIDED BY THE COMPANY IS 

AT THE PERSON’S OWN RISK, AND THE PLATFORM, THE COMPANY 
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PROPERTY AND ANY OTHER INFORMATION AND MATERIALS PROVIDED 

BY THE COMPANY HEREUNDER ARE PROVIDED ON AN “AS IS” AND “AS 

AVAILABLE” BASIS, WITHOUT WARRANTIES OR REPRESENTATIONS OF 

ANY KIND, EXPRESS OR IMPLIED, BY STATUTE, COMMON LAW OR 

OTHERWISE, INCLUDING ALL IMPLIED WARRANTIES OF 

MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT, AND ANY WARRANTIES ARISING FROM A COURSE OF 

DEALING, USAGE OR TRADE PRACTICE. THE COMPANY DOES NOT 

GUARANTEE THAT (A) THE COMPANY PROPERTY OR THE PLATFORM WILL 

OPERATE IN AN ERROR-FREE, SECURE OR UNINTERRUPTED MANNER; (B) 

ANY INFORMATION OR MATERIALS PROVIDED BY THE COMPANY OR 

ACCESSIBLE THROUGH THE COMPANY PROPERTY OR THE PLATFORM 

WILL BE ACCURATE, COMPLETE, RELIABLE, OR TIMELY; OR (C) THE 

COMPANY PROPERTY OR ANY ASPECTS OF THE PLATFORM WILL BE 

FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. THE 

COMPANY SHALL HAVE NO LIABILITY FOR THE CREDITWORTHINESS OF 

ANY PERSON OR FOR THE ACTS OR OMISSIONS OF ANY PERSON 

UTILIZING THE PLATFORM OR ANY ASPECT OF THE COMPANY OR 

PLATFORM. A PERSON ACCESSING THE COMPANY IS SOLELY 

RESPONSIBLE FOR THE SECURITY AND INTEGRITY OF THE PERSON’S 

TECHNOLOGY. A PERSON’S ACCESS TO THE COMPANY MAY BE 

INTERNET-BASED AND THE COMPANY HAS NO CONTROL OVER THE 

INTERNET OR A PERSON’S CONNECTIONS THERETO. ANY PERSON 

ACCESSING THE COMPANY ACKNOWLEDGES THAT THE INTERNET, 

COMPUTER NETWORKS, AND COMMUNICATIONS LINKS AND DEVICES 

NECESSARY TO ENABLE A PERSON TO ACCESS AND USE THE PLATFORM 

ARE INHERENTLY INSECURE AND VULNERABLE TO ATTEMPTS AT 

UNAUTHORIZED ENTRY AND THAT NO FORM OF PROTECTION CAN 

ENSURE THAT A PARTICIPANT’S DATA, HARDWARE, OR SOFTWARE OR 

THE PLATFORM OR OTHER COMPANY PROPERTY WILL BE FULLY 

SECURE. FURTHERMORE, THE COMPANY SHALL HAVE NO OBLIGATION 

TO MONITOR OR VERIFY ANY INFORMATION DISPLAYED THROUGH THE 

PLATFORM.
113

D. A PARTICIPANT THAT DEPOSITS COLLATERAL FOR ITS BENEFIT WITH THE 

COMPANY PURSUANT TO THESE RULES SHALL HOLD THE COMPANY 

HARMLESS FROM ALL LIABILITY, LOSSES AND DAMAGES WHICH MAY 

RESULT FROM OR ARISE WITH RESPECT TO THE CARE AND SALE OF 

SUCH COLLATERAL PROVIDED THAT THE COMPANY HAS ACTED 

REASONABLY AND IN ACCORDANCE WITH APPLICABLE LAW UNDER THE 

CIRCUMSTANCES. FURTHERMORE, THE COMPANY HAS NO 

RESPONSIBILITY FOR ANY ACT OR OMISSION OF ANY THIRD PARTY 

SERVICE PROVIDER THAT THE COMPANY HAS CHOSEN WITH 

REASONABLE CARE. THE COMPANY HAS NO RESPONSIBILITY OR 

LIABILITY FOR ANY LOSS OF COLLATERAL THAT RESULTS, DIRECTLY OR 

INDIRECTLY, FROM A BREACH TO A PARTICIPANT’S SECURITY OR 

ELECTRONIC SYSTEMS, INCLUDING BUT NOT LIMITED TO CYBER 

ATTACKS, OR FROM A PARTICIPANT’S NEGLIGENCE WITH RESPECT TO A 

WALLET, ADDRESS OR THE RECEIPT OF COLLATERAL UPON THE 

REQUEST OF A WITHDRAWAL, OR FROM A PARTICIPANT’S DEPOSIT, 

MISTAKE, ERROR, NEGLIGENCE, OR MISCONDUCT WITH RESPECT TO 

ANY COLLATERAL TRANSFERS A PARTICIPANT MAKES OR ATTEMPTS TO 

MAKE TO THE COMPANY. 

E. NO PARTICIPANT, AUTHORIZED USER, AUTHORIZED REPRESENTATIVE 

OR ANY OTHER PERSON SHALL BE ENTITLED TO COMMENCE OR CARRY 

ON ANY PROCEEDING AGAINST THE COMPANY, ANY OF ITS COMPANY 

REPRESENTATIVES, AFFILIATES OR AFFILIATES’ REPRESENTATIVES, IN 

RESPECT OF ANY ACT, OMISSION, PENALTY OR REMEDY IMPOSED 

PURSUANT TO THE RULES OF THE COMPANY. THIS SECTION SHALL NOT 

RESTRICT THE RIGHT OF SUCH PERSONS TO APPLY FOR A REVIEW OF A 

DIRECTION, ORDER OR DECISION OF THE COMPANY BY A COMPETENT 

REGULATORY AUTHORITY.

F. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IN NO EVENT 

SHALL THE COMPANY OR ANY OF ITS COMPANY REPRESENTATIVES, 

AFFILIATES OR AFFILIATES’ REPRESENTATIVES BE LIABLE FOR ANY 

INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL 

DAMAGES (WHETHER OR NOT THE COMPANY OR ANY SUCH PERSON HAD 
114

BEEN INFORMED OR NOTIFIED OR WAS AWARE OF THE POSSIBILITY OF 

SUCH DAMAGES).

G. ANY CLAIM FOR REDRESS OR DAMAGES HEREUNDER SHALL BE FILED IN 

A COURT OF COMPETENT JURISDICTION WITHIN ONE YEAR OF THE DATE 

ON WHICH SUCH CLAIM ALLEGEDLY AROSE. FAILURE TO INSTITUTE 

LITIGATION WITHIN SUCH TIME PERIOD SHALL BE DEEMED TO BE A 

WAIVER OF SUCH CLAIM AND THE CLAIM SHALL BE OF NO FURTHER 

FORCE OR EFFECT. THE ALLOCATIONS OF LIABILITY IN THIS RULE 11.7

REPRESENT THE AGREED AND BARGAINED FOR UNDERSTANDING OF 

THE PARTIES, AND EACH PARTY ACKNOWLEDGES THAT THE OTHER 

PARTY’S RIGHTS AND OBLIGATIONS HEREUNDER REFLECT SUCH 

ALLOCATIONS. THE PARTIES AGREE THAT THEY WILL NOT ALLEGE THAT 

THIS REMEDY FAILS ITS ESSENTIAL PURPOSE.

H. THE LIMITATIONS ON LIABILITY IN THIS RULE 11.7 SHALL NOT PROTECT 

ANY PARTY FOR WHICH THERE HAS BEEN A FINAL DETERMINATION 

(INCLUDING EXHAUSTION OF ANY APPEALS) BY A COURT OR 

ARBITRATOR TO HAVE ENGAGED IN WILLFUL OR WANTON MISCONDUCT 

OR FRAUD. ADDITIONALLY, THE FOREGOING LIMITATIONS ON LIABILITY 

OF THIS RULE SHALL BE SUBJECT TO THE CEA AND THE REGULATIONS 

PROMULGATED THEREUNDER, EACH AS IN EFFECT FROM TIME TO TIME.

Rule 11.8 Error Trade Policy

The Company shall have the discretion to delete Orders, adjust prices, cancel trades or suspend 

the market in the interest of maintaining a fair and orderly market, in accordance with this Rule 

11.8.

A. In normal circumstances, the Company will only adjust prices or cancel trades on 

the basis that the price traded is not representative of market value. The 

Company will make the final decision on whether a trade price is adjusted, or a 

trade is cancelled or is allowed to stand. In determining whether a trade has 

taken place at an unrepresentative price, certain factors will be taken into 

account. They may include, but not be limited to:

1. price movements in other expiration months of the same Company 

Contract;
115

2. current market conditions, including levels of activity and volatility;

3. time period between different quotes and between quoted and traded 

prices;

4. information regarding price movement in related contracts, the release of 

economic data or other relevant news just before or during electronic 

Trading Hours, as applicable;

5. manifest error;

6. whether there is any indication that the trade in question triggered stops or 

resulted in the execution of spread trades;

7. whether another market user or client relied on the price; 

8. whether a transaction cancellation or price adjustment will adversely impact 

market integrity, facilitate market manipulation or other illegitimate activity, 

or otherwise violate applicable rules or regulations; 

9. whether any Participants to the trade in question request that any action be 

taken; and

10. any other factor which the Company, in its sole discretion, may deem 

relevant.

B. The Company, when applicable, may establish price and/or volume reasonability 

levels (“Reasonability Levels”) within the system for each Company Contract. The 

Company may also establish alert levels (“Alert Levels”) as applicable, beyond 

which the Company will send an alert (“Alert”) to the relevant Participants via the 

Participant Portal or API. These Reasonability Levels and Alert Levels necessarily 

are flexible to take account of prevailing market conditions. The Company 

incorporates Reasonability Levels in determining Alert Levels for issuing Alerts for 

items such as “fat finger” type errors. Reasonability Levels and Alert Levels are set 

by the Company and may be varied from time to time according to market 

conditions. The Company will notify Participants of any modifications to the 

Reasonability Levels. Upon receipt of any Alert, Participant can choose whether or 

not to proceed with entry and execution of the applicable Order. If the applicable 

Participants approve the volume and/or price following receipt of the Alert, the 

Company will attempt to execute the Order and the trade will be finalized.
116

C. Any trade executed at a price outside of the No Cancellation Range (as defined 

below), if identified to the Company within the designated time period, may be 

considered an alleged error trade.

D. The Reasonability Levels applicable to each Company Contract will be listed on 

the Company’s website. 

E. Any trade which is alleged to be an error trade and subsequently is cancelled due 

to the determination that it has been executed at an unrepresentative price may 

be investigated by the Company.

F. There is a defined “no cancellation range” (“No Cancellation Range”) for each 

Company Contract. Trades executed within this price range will not be cancelled 

or price adjusted. A component of market integrity is the assurance that once 

executed, except in exceptional circumstances, a trade will stand and not be 

subject to cancellation or price adjustment. Any trades that do not have an adverse 

effect on the market should not be able to be cancelled or price adjusted, even if 

executed in error.

G. In applying the No Cancellation Range, the Company shall determine the fair 

market price for the Company Contract. The Company may consider any relevant 

information including, but not limited to, the bid, the ask, the bid size, the ask size, 

and the spot price.

H. The No Cancellation Range will be determined per Company Contract and will be 

available on the Company’s website.

I. If a trade takes place within the No Cancellation Range and is alleged to be an 

error, the trade will not be cancelled.

J. Trades executed outside of the No Cancellation Range may be reported to or 

considered by the Company as an error.

K. Market users have ten (10) minutes from the time of the original trade in which to 

allege a trade has been executed in error.

L. The Company will notify the market immediately through its website that an error 

has been alleged, giving details of the trade, including Company Contract month, 

price and volume. The Company also will notify the Participants involved via email. The Company will then notify all Participants through a Participant Notice 
117

whether the price is adjusted or the trade is cancelled or stands. The Company will 

then contact those parties involved in the trade to explain the Company’s decision.

M. In order to assist the Company in determining whether the trade alleged to be an 

error has taken place at an unrepresentative price, the Company may 

contact/consult Participants and other market Participants. The Company will not 

disclose to the parties to the alleged error trade the identity of their counterparty. 

In addition, the identities of the counterparties to the alleged error trade will not be 

disclosed to any Participant or other Person the Company may consult with. The 

Company will take into account a variety of market factors in its determination. 

Each error situation will be assessed on its individual circumstances.

N. If the Company determines that a trade price is outside the No Cancellation Range 

for a Company Contract, the trade price may be adjusted to a price that equals the 

fair value market price for that Company Contract at the time the trade under 

review occurred. The Company may consult and obtain the consent of the parties 

to the price adjustment or may determine a price adjustment is appropriate 

regardless of any party’s consent or lack thereof. The Company, at its discretion, 

may allow the trades to stand or cancel the trades rather than adjusting the price. 

The decision of the Company is final.

O. If the Company determines that the price differential of a spread trade is not 

representative of the market for that spread trade at the time of execution, then the 

differential of such spread trade may be adjusted to the price differential for that 

spread trade at the time the trade under review occurred. The Company, at its 

discretion, may allow the trades to stand or cancel the trades rather than adjusting 

the price differential. The decision of the Company is final.

P. The Company will make every attempt to ensure that a decision on whether an 

alleged error trade will have its price adjusted, will stand or be cancelled will be 

communicated to the market as soon as reasonably possible after the time of the 

original trade.

Q. The Company has the unilateral right to cancel any Order, adjust the price of a 

trade and cancel any trade which it considers to be at an unrepresentative price, 

even where there has been no referral or request from a Participant or other 

Person, in the interest of maintaining a fair and orderly market. The Company aims 
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to exercise this right within thirty (30) minutes after the trade has been identified. 

The Company also reserves its right to cancel any Order, adjust the price of a trade 

and cancel any trade due to any market disrupting event caused by (i) an error in 

Orders submitted to the Platform or (ii) a technology failure or system malfunction, 

even where there has been no referral or request from a Participant or other 

Person, in the interest of maintaining a fair and orderly market and aims to exercise 

this right within thirty (30) minutes after the system or technology failure has been 

identified. The Company reserves its right to consider each alleged error trade 

situation on its individual merits and may therefore amend these policies in light of 

the circumstances of each individual case. The decision of the Company is final.

R. Cancelled trades and prices that have been adjusted will be noted as such in the 

Company’s official record of time and sales. A special marker will indicate trades 

that have been priced adjusted in the official record of time and sales at the 

adjusted trade price.

S. NEITHER THE COMPANY NOR ANY OF ITS REPRESENTATIVES, ITS 

AFFILIATES OR ITS AFFILIATES’ REPRESENTATIVES SHALL BE LIABLE TO 

ANY PERSON, OR ANY PARTNER, DIRECTOR, OFFICER, AGENT, 

EMPLOYEE, AUTHORIZED USER OR AUTHORIZED REPRESENTATIVE 

THEREOF, FOR ANY LOSS, DAMAGE, INJURY, DELAY, COST, EXPENSE, OR 

OTHER LIABILITY OR CLAIM, WHETHER IN CONTRACT, TORT OR 

RESTITUTION, OR UNDER ANY OTHER CAUSE OF ACTION, SUFFERED BY 

OR MADE AGAINST THEM ARISING FROM ANY ACT OR OMISSION ON THE 

PART OF THE COMPANY, ITS REPRESENTATIVES, ITS AFFILIATES OR ITS 

AFFILIATES’ REPRESENTATIVES RELATING TO ANY DECISION BY THE 

COMPANY TO, OR TO NOT, VOID, NULLIFY OR CANCEL ORDERS OR 

TRADES OR ADJUST THE PRICES OF ANY TRADES IN WHOLE OR IN PART. 

THIS LIMITATION OF LIABILITY WILL APPLY REGARDLESS OF WHETHER 

OR NOT THE COMPANY, ITS REPRESENTATIVES, ITS AFFILIATES OR ITS 

AFFILIATES’ REPRESENTATIVES (OR ANY DESIGNEE THEREOF) WERE 

ADVISED OF OR OTHERWISE MIGHT HAVE ANTICIPATED THE POSSIBILITY 

OF SUCH DAMAGES.
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Rule 11.9 Company Contacts

All requests to cancel Orders or trades must be directed to the Company via the Participant Portal 

or the Company telephone number posted on the website. Any such request for the removal of 

Orders will be acted upon on a best-efforts basis by the relevant Company Personnel.

Rule 11.10 Reasonability Levels

The Error Trade Policy includes Reasonability Levels and No Cancellation Ranges for all 

Company Contracts on the Platform.

A. Benchmark:

1. If there exists a last price in the applicable Company Contract in the last 48 

hours, then such price will be used as the benchmark; or

2. If there exists no last price but there is a bid AND an ask in the last 48 

hours, then the Company will use the midpoint of the most recent bid & 

most recent ask as the benchmark.

B. Reasonability Levels:

1. If Benchmark 1 or 2 is applicable, then the Reasonability Level = 50% of 

the Benchmark; or

a. If neither Benchmark 1 nor 2 apply, then there will be no alerts 

generated for this Company Contract and error trades are subject 

to the No Cancellation Range and Company discretion with respect 

to adjusting or cancelling trades.

Rule 11.11 No Cancellation Ranges

A. Benchmark:

1. If there exists a last price in the applicable Company Contract in the last 48 

hours, then such price will be used as the benchmark; or

2. If there exists no last price but there is a bid AND an ask in the last 48 

hours, then the Company will use the midpoint of the most recent bid and 

most recent ask as the benchmark.

B. No Cancellation Range:
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1. If Benchmark 1 or 2 is applicable, then the No Cancellation Range = 20% 

of the Benchmark; or

2. If neither Benchmark 1 nor 2 apply, then there is not a No Cancellation 

Range for that Company Contract at that time and the Company will 

evaluate each error alleged error trade situation on its individual merits and 

the facts and circumstances of each individual case.

Rule 11.12 Amendments to the Rules

These Rules may be amended or repealed, or new Rules may be adopted. An amendment to a 

Rule, repeal of a Rule or adoption of a new Rule shall be effective on a date set forth by the 

Company, and set forth in a Participant Notice and on the Website.

Rule 11.13 Transfer of Trades

A. The Chief Compliance Officer or his or her designee may, upon request by the 

Participant(s), approve a transfer of existing trades and collateral either on the 

books of the same Participant, or from the books of one Participant to the books 

of another Participant if the transfer is (i) between accounts with identical 

beneficial ownership or (ii) in connection with, or as a result of, an asset 

purchase, corporate restructuring, consolidation or similar non-recurring 

transaction between two or more entities. Such a transfer must meet each of the 

following conditions:

1. The transfer must result in the transfer of all existing open positions and 

collateral in the transferor account;

2. Immediately prior to the transfer, the transferee account must not have any 

existing open positions or collateral; and

3. All trades involved in the transfer must remain fully collateralized upon 

completion of the transfer.

B. Provided that the transfer is permitted pursuant to paragraph (A) above, the 

transactions must be recorded and carried on the books of the receiving Participant 

at the original trade dates with the original trade prices.

C. All transfers shall be reported to the Company in a form acceptable to the Company 

for the type of transactions involved. The Participant(s) involved shall maintain a 

full and complete record of all transactions together with all pertinent memoranda.
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Rule 11.14 Digital Currency Fork Policy

At some point in the future, there may be a change, or anticipated change, to the relevant 

operating rules, protocols, processes, or standards applicable to a Digital Currency underlying a 

Company Contract, including without limitation a hard fork, a user activated soft fork, or other 

events resulting in a split, division, alteration, conversion, replacement, of substitution of a 

Digital Currency into another form, a restriction on the transfer of the Digital Currency (such as a 

lockup or freeze), or a distribution of another asset to existing holders of the Digital Currency 

(such as an airdrop). Such an event may result in the creation of an asset that is subject to the 

Securities Act of 1933, as amended, and is subject to the jurisdiction of the U.S. Securities and 

Exchange Commission

In the event of such change, or anticipated change, LedgerX shall have the sole discretion to 

take such action, including (without limitation) emergency action under Rule 2.12, that it deems 

appropriate. Such action may include (without limitation) revising delivery obligations under the 

Company Contract (such as providing for the delivery of one or more assets resulting from such 

an event), revising other terms of the Company Contract, determining who should receive a 

newly created digital assets, assigning newly listed Company Contracts to Participants whose 

positions have been, or are anticipated to be affected, or refusing to transfer a newly created 

asset that is or may be subject to the Securities Act of 1933 or the jurisdiction of the U.S. 

Securities and Exchange Commission. LedgerX shall endeavor to provide reasonable notice to 

market participants and take action in consultation with market participants, where reasonably 

possible and appropriate, and shall endeavor to align the exposures of Participants holding 

positions in open Company Contracts with exposures in the spot market.

CHAPTER 12 Company Contract Specifications

Rule 12.1 USD/BTC Options

A. Contract Description. Generally speaking, an option is an agreement that grants the 

option purchaser, in exchange for a premium, the right, but not the obligation, to purchase 

from (in the case of a call option) or to sell to (in the case of a put option) the option writer, 

at a specified exercise or “strike” price, and at specified time(s) or within a specified period, 

a specified underlying interest. This Rule 12.1 pertains to options on bitcoin (as described 

further herein) (the “USDBTC Options”) and contains general terms and conditions. 

Participants may enter into USDBTC Options as buyers or sellers of calls and/or puts.
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B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to USDBTC Options will be as 

stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Options will be United States dollars, 

expressed as dollars and cents per bitcoin.

E. Underlying. The USDBTC Option underlying will be bitcoin (sometimes referred to as 

“BTC”).

F. Contract Size. Each USDBTC Option contract size will be one bitcoin.

G. Position Limits. No person will own or control positions in excess of:

a. 100,000 USDBTC Options net long or net short in any single Company Contract 

month; or

b. 250,000 USDBTC Option net long or net short in all Company Contract months 

combined.

H. Collateral. All Company Contracts will be fully collateralized. Each Participant must post 

the maximum potential loss on a USDBTC Option prior to executing a USDBTC Option.

I. Option Conventions.

a. Traded Price. The traded price on the Trade Date.

b. Strike Price. As of any Trade Date, (i) a range of approximately 15% up and 15% 

down from the approximate prevailing spot market price as of such date, with 

increments of $100.00, (ii) a smaller number of additional strikes in increments 

ranging from $250.00 to $1000.00 for prices between 20% and 300% of the 

approximate prevailing spot market price as of such date, and (iii) any previouslylisted strikes with remaining open interest, in each case as may be determined and 

listed from time to time by the Company in its sole discretion.
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c. Daily Settlement Price. None. Because all Company Contracts are fully 

collateralized and physically settled, it is not necessary for the Company to publish 

a settlement price. Each Participant determines whether the intrinsic value of the 

underlying is greater than the relevant Strike Price as of the Last Trading Date and 

makes a corresponding decision as to exercise.

d. Business Day Convention. Previous.

e. Exercise Type. European.

f. Contract Series. Consecutive months up to and including 60 months from the 

month including the Trade Date, or as otherwise determined and listed from time 

to time by the Company in its sole discretion.

g. Last Trading Date. The last Friday of each USDBTC Option month.

h. Expiration Time. With respect to any USDBTC Option, 4:00pm New York time on 

the Last Trading Date applicable thereto.

i. Settlement. Physical delivery upon exercise. With respect to any USDBTC 

Option, physical delivery will occur on the Business Day next succeeding the Last 

Trading Day in respect of such Company Contract.

j. Final Payment Date. With respect to any USDBTC Option, the Business Day next 

succeeding the Last Trading Day in respect of such Company Contract.

J. Exercise. On the Last Trading Date, Participants submit or update exercise instructions 

for any long USDBTC Option positions. All exercise instructions are processed on the Last 

Trading Date not earlier than 5:00pm.

Because the Company does not publish a settlement price, there is no provision for 

automatic exercise of Company Contracts.

K. Block Trading. Each USDBTC Option Block Trade must be effectuated in accordance 

with Rule 5.7. The minimum block size for the USDBTC Option is equal to the contract 

size set forth in Section F above. All parties to a USDBTC Option Block Trade must be 

Eligible Contract Participants.

Rule 12.2 Day-Ahead USD/BTC Swaps

A. Contract Description. The term “swap” is a generic one that covers many types of 

instruments, including (among other things) any agreement, contract or transaction that is 
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for the purchase or sale of any one or more currencies or commodities. This Rule 12.2 

pertains to swaps on bitcoin (as described further herein) (the “Day-ahead Swaps”) and 

contains general terms and conditions. A Participant may enter into a Day-ahead Swap 

as a buyer, whereby such Participant will pay USD and receive BTC, or as a seller, 

whereby such Participant will pay BTC and receive USD. The Day-ahead Swap requires 

that a buyer pay USD on the Initial Payment Date, and that the seller pay BTC on the Final 

Payment Date.

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the Day-ahead Swap will be as 

stated in Rule 5.6 above.

D. Currency. The currency applicable to Day-ahead Swaps will be United States dollars, 

which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to Day-ahead Swaps will be bitcoin (sometimes 

referred to as “BTC”).

F. Contract Size. Each Day-ahead Swap will be for a single Underlying (i.e., one bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 100,000 Day-ahead Swaps.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company will 

accept a buy order for one or more Day-ahead Swaps from a Participant, such Participant 

must have sufficient USD available for trading in its account to satisfy its settlement 

obligations on such Company Contract(s). Before the Company will accept a sell order 

for one or more Day-ahead Swaps from a Participant, such Participant must have 

sufficient bitcoin available for trading in its account to satisfy its delivery obligations on 

such Company Contract(s).
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I. Swap Tenor. One Business Day. 

J. Swap Conventions.

a. Trade Date. With respect to any Day-ahead Swap, the date on which the 

Company, in its sole discretion, accepts a buy or sell order, as the case may be.

b. Effective Date. With respect to any Day-ahead Swap, the Trade Date applicable 

thereto.

c. Minimum Price Fluctuation. With respect to any Day-ahead Swap, $0.25.

d. Initial Payment Date. With respect to any Day-ahead Swap, the Trade Date 

applicable thereto. The buyer of a Day-ahead Swap will pay the bid amount of such

Company Contract on the Trade Date thereof.

e. Premium. With respect to any Day-ahead Swap, the Buyer thereof will pay the 

premium thereon on the Initial Payment Date. In the context of a Day-ahead Swap, 

the bid amount is equal to the Premium.

f. Final Payment Date. With respect to any Day-ahead Swap, the Business Day next 

succeeding the Trade Date applicable thereto.

g. Expiration Time. With respect to any Day-ahead Swap, 4:00pm New York time 

(EDT/EST) on the Trade Date applicable thereto.

h. Business Day Convention. Previous.

i. Settlement. Physical delivery. With respect to any Day-ahead Swap, physical 

delivery will occur on the Final Payment Date applicable thereto.

K. Block Trading. Each Day-ahead Swap Block Trade must be effectuated in accordance 

with Rule 5.7. The minimum block size for the Day-ahead Swap is equal to the contract 

size set forth in Section F above. All parties to a Day-ahead Swap Block Trade must be 

Eligible Contract Participants.

Rule 12.3 USD/BTC Weekly Options

A. Contract Description. Generally speaking, an option is an agreement that grants the 

option purchaser, in exchange for a premium, the right, but not the obligation, to purchase 

from (in the case of a call option) or to sell to (in the case of a put option) the option writer, 

at a specified exercise or “strike” price, and at specified time(s) or within a specified period, 

a specified underlying interest. This Rule 12.3 pertains to options on bitcoin (as described 
126

further herein) (the “USDBTC Weekly Options”) and contains general terms and 

conditions. Participants may enter into USDBTC Weekly Options as buyers or sellers of 

calls and/or puts.

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The Trading Hours that are applicable to the USDBTC Weekly Option 

will be as stated in Rule 5.6 above; provided, that, with respect to a USDBTC Weekly 

Option with any given tenor and/or strike, the Company may establish different Trading 

Hours by providing notice to participants on its Website and by Participant Notice.

D. Currency. The currency applicable to USDBTC Weekly Options will be United States 

dollars, expressed as dollars and cents per bitcoin.

E. Underlying. The USDBTC Weekly Option underlying will be bitcoin (sometimes referred 

to as “BTC”).

F. Contract Size. Each USDBTC Weekly Option will be one bitcoin.

G. Position Limits. No person will own or control positions in excess of:

a. 100,000 USDBTC Weekly Options net long or net short in any single Company 

Contract month; or

b. 250,000 USDBTC Weekly Options net long or net short in all Company Contract 

months combined.

H. Collateral. All Company Contracts will be fully collateralized. Each Participant must post 

the maximum potential loss on a USDBTC Weekly Option prior to executing a USDBTC 

Weekly Option.

I. Option Conventions.

a. Traded Price. The traded price on the Trade Date.
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b. Strike Price. As of any Trade Date, (i) a range of approximately 15% up and 15% 

down from the approximate prevailing spot market price as of such date, with 

increments of $100.00, (ii) a smaller number of additional strikes in increments 

ranging from $250.00 to $1000.00 for prices between 20% and 300% of the 

approximate prevailing spot market price as of such date, and (iii) any previouslylisted strikes with remaining open interest, in each case as may be determined and 

listed from time to time by the Company in its sole discretion.

c. Daily Settlement Price. None. Because all Company Contracts are fully 

collateralized and physically settled, it is not necessary for the Company to publish 

a settlement price. Each Participant determines whether the intrinsic value of the 

underlying is greater than the relevant Strike Price as of the Last Trading Date and 

makes a corresponding decision as to exercise.

d. Business Day Convention. Previous.

e. Exercise Type. European.

f. Contract Series. Consecutive weeks up to and including four weeks from the week 

including the Trade Date, or as otherwise determined and listed from time to time 

by the Company in its sole discretion.

g. Last Trading Date. Friday of each calendar week.

h. Last Trading Time. 4:00 pm ET on the Last Trading Date.

i. Settlement. Physical delivery upon exercise. With respect to any USDBTC Weekly 

Option, physical delivery will occur on the Business Day next succeeding the Last 

Trading Day in respect of such Company Contract.

j. Final Payment Date. With respect to any USDBTC Weekly Option, the Business 

Day next succeeding the Last Trading Day in respect of such Company Contract.

J. Exercise. On the Last Trading Date, Participants submit or update exercise instructions 

for any long USDBTC Weekly Option positions. All exercise instructions are processed on 

the Last Trading Date not earlier than 5:00pm ET.

Because the Company does not publish a settlement price, there is no provision for 

automatic exercise of Company Contracts.

K. Block Trading. Each USDBTC Weekly Option Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Weekly Option is 
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equal to the contract size set forth in Section F above. All parties to a USDBTC Weekly 

Option Block Trade must be Eligible Contract Participants.

Rule 12.4 Day-Ahead USD/BTC Options

A. Contract Description. Generally speaking, an option is an agreement that grants the 

option purchaser, in exchange for a premium, the right, but not the obligation, to purchase 

from (in the case of a call option) or to sell to (in the case of a put option) the option writer, 

at a specified exercise or “strike” price, and at specified time(s) or within a specified period, 

a specified underlying interest. This Rule 12.4 pertains to options on bitcoin (as described 

further herein) (the “USDBTC Day-ahead Options”) and contains general terms and 

conditions. Participants may enter into USDBTC Day-ahead Options as buyers or sellers 

of calls and/or puts.

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The Trading Hours that are applicable to the USDBTC Day-ahead Option 

will be as stated in Rule 5.6 above; provided, that, with respect to a USBTC Day-ahead 

Option with any given tenor and/or strike, the Company may establish different Trading 

Hours by providing notice to participants on its Website and by Participant Notice.

D. Currency. The currency applicable to USDBTC Day-ahead Options will be United States 

dollars, expressed as dollars and cents per bitcoin.

E. Underlying. The USDBTC Day-ahead Option underlying will be bitcoin (sometimes 

referred to as “BTC”).

F. Contract Size. Each USDBTC Day-ahead Option will be one bitcoin.

G. Position Limits. No person will own or control positions in excess of: 100,000 USDBTC 

Day-ahead Options net long or net short.
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H. Collateral. All Company Contracts will be fully collateralized. Each Participant must post 

the maximum potential loss on a USDBTC Day-ahead Option prior to executing a 

USDBTC Day-ahead Option.

I. Option Conventions.

a. Traded Price. The traded price on the Trade Date.

b. Strike Price. As of any Trade Date, (i) a range of approximately 15% up and 15% 

down from the approximate prevailing spot market price as of such date, with 

increments of $50.00, (ii) a smaller number of additional strikes in increments 

ranging from $100.00 to $1000.00 for prices between 20% and 300% of the 

approximate prevailing spot market price as of such date, and (iii) any previouslylisted strikes with remaining open interest, in each case as may be determined and 

listed from time to time by the Company in its sole discretion.

c. Daily Settlement Price. None. Because all Company Contracts are fully 

collateralized and physically settled, it is not necessary for the Company to publish 

a settlement price. Each Participant determines whether the intrinsic value of the 

underlying is greater than the relevant Strike Price as of the Last Trading Date and 

makes a corresponding decision as to exercise.

d. Business Day Convention. Previous.

e. Exercise Type. European.

f. Last Trading Time. With respect to any USDBTC Day-ahead Option, 4:00pm New 

York time (EDT/EST) on the Trade Date applicable thereto.

g. Settlement. With respect to any USDBTC Day-ahead Option, physical delivery will 

occur on the Final Payment Date applicable thereto.

h. Final Payment Date. With respect to any USDBTC Day-ahead Option, the 

Business Day next succeeding the Trade Date applicable thereto. 

J. Exercise. On the Last Trading Date, Participants submit or update exercise instructions 

for any long USDBTC Day-ahead Option positions. All exercise instructions are processed 

on the Last Trading Date not earlier than 5:00pm ET. 

Because the Company does not publish a settlement price, there is no provision for 

automatic exercise of Company Contracts.
130

K. Block Trading. Each USDBTC Day-ahead Option Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Day-ahead Option 

is equal to the contract size set forth in Section F above. All parties to a USDBTC Dayahead Option Block Trade must be Eligible Contract Participants.

Rule 12.5 BTC Block Height Options

A. Contract Description. This Rule 12.5 pertains to an options contract (as described 

further herein) (the “Block Height Options”) and contains general terms and conditions. 

The Block Height Options contract is a binary options contract on whether bitcoin has 

reached a particular Bitcoin Block Height (as defined below) before a specific date and 

time. A purchaser of a Block Height Options contract will receive the Payout Value (as 

defined below) if the bitcoin blockchain has reached the Bitcoin Block Height before the 

expiration of the contract. In contrast, the purchaser will not receive the Payout Value if 

the bitcoin blockchain has not reached the Bitcoin Block Height before the expiration of 

the contract.

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Bitcoin Block Height. The block number as part of the bitcoin blockchain. The Bitcoin 

Block Height shall be specified by the Company for the Company Contract.

D. Trading Hours. The trading hours that are applicable to the BTC Block Height Options 

will be as stated in Rule 5.6 above.

E. Currency. The currency applicable to BTC Block Height Options will be United States 

dollars, expressed as dollars and cents per bitcoin.

F. Underlying. The BTC Block Height Options underlying will be Bitcoin Block Height.

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 100,000 options.
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H. Collateral. All Company Contracts will be fully collateralized. Each Participant must post 

the maximum potential loss on a Company Contract prior to executing a Company 

Contract.

I. Expiration Date. The Expiration Date shall be the date specified by the Company for the 

Company Contract. 

J. Expiration Time. The Expiration Time shall be the time specified by the Company for the 

Company Contract. 

K. Settlement Date. The Settlement Date shall be the earlier of the date on which the Bitcoin 

Block Height is reached, or the Expiration Date.

L. Payout Criterion. If the Bitcoin Block Height has been reached prior to the Expiration 

Time on the Expiration Date, the Company Contract shall payout the Payout Value at such 

time that the Block Height has reached 6 confirmations. 

M. Payout Value. $100.00.

N. Block Trading. The BTC Block Height Option is not eligible for Block Trading.

Rule 12.6 Monthly USD/BTC Mini Options

A. Contract Description. Generally speaking, an option is an agreement that grants the 

option purchaser, in exchange for a premium, the right, but not the obligation, to purchase 

from (in the case of a call option) or to sell to (in the case of a put option) the option writer, 

at a specified exercise or “strike” price, and at specified time(s) or within a specified period, 

a specified underlying interest. This Rule 12.6 pertains to options on bitcoin (as described 

further herein) (the “USDBTC Monthly Mini Options”) and contains general terms and 

conditions. Participants may enter into USDBTC Monthly Mini Options as buyers or sellers 

of calls and/or puts.

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).
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C. Trading Hours. The trading hours that are applicable to the USDBTC Monthly Mini 

Options will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Monthly Mini Options will be United 

States dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to USDBTC Monthly Mini Options will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each USDBTC Monthly Mini Option will be for 1/100 Underlying (i.e., oneone hundredth bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 2,000,000 USDBTC Monthly Mini Options.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Monthly Mini Options from a Participant, 

such Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more USDBTC Monthly Mini Options from a Participant, such 

Participant must have sufficient bitcoin available for trading in its account to satisfy its 

delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Monthly Mini Option, the date on which 

the Company, in its sole discretion, accepts a buy or sell order, as the case may 

be.

b. Effective Date. With respect to any USDBTC Monthly Mini Option, the Trade Date 

applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Monthly Mini Option, 

$0.01.

d. Initial Payment Date. With respect to any USDBTC Monthly Mini Option, the Trade 

Date applicable thereto. The buyer of a USDBTC Monthly Mini Option will pay the 

bid amount of such Company Contract on the Trade Date thereof.

e. Premium. With respect to any USDBTC Monthly Mini Option, the Buyer thereof will 

pay the premium thereon on the Initial Payment Date. In the context of a USDBTC 

Monthly Mini Option, the bid amount is equal to the Premium.
133

f. Last Trading Date. Friday of the calendar month, or as otherwise determined by 

the Company in its sole discretion.

g. Business Day Convention. Previous.

h. Final Payment Date. With respect to any USDBTC Monthly Mini Option, the 

Business Day next succeeding the Last Trading Date.

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Monthly Mini Option Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Monthly Mini Option 

is equal to 100 contracts. All parties to a USDBTC Monthly Mini Option Block Trade must 

be Eligible Contract Participants.

Rule 12.7 Day-Ahead USD/BTC Mini Swaps

A. Contract Description. The term “swap” is a generic one that covers many types of 

instruments, including (among other things) any agreement, contract or transaction that is 

for the purchase or sale of any one or more currencies or commodities. A Participant may 

enter into a Company Contract as a buyer, whereby such Participant will pay USD and 

receive BTC, or as a seller, whereby such Participant will pay BTC and receive USD. This 

Rule 12.7 pertains to swaps on bitcoin (as described further herein) (the “Day-ahead Mini 

Swaps”) and contains general terms and conditions. The Day-ahead Mini Swap requires 

that a buyer pay USD on the Initial Payment Date, and that the seller pay BTC on the Final 

Payment Date. 

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the USDBTC Day-ahead Mini 

Swap will be as stated in Rule 5.6 above.
134

D. Currency. The currency applicable to USDBTC Day-ahead Mini Swap will be United 

States dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to USDBTC Day-ahead Mini Swaps will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each USDBTC Day-ahead Mini Swap will be for 1/100 Underlying (i.e., 

one-one hundredth bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 2,000,000 USDBTC Day-ahead Mini Swaps.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Day-ahead Mini Swaps from a 

Participant, such Participant must have sufficient USD available for trading in its account 

to satisfy its settlement obligations on such Company Contract(s). Before the Company 

DCM will accept a sell order for one or more USDBTC Day-ahead Mini Swaps from a 

Participant, such Participant must have sufficient bitcoin available for trading in its account 

to satisfy its delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Day-ahead Mini Swap, the date on 

which the Company, in its sole discretion, accepts a buy or sell order, as the case 

may be.

b. Effective Date. With respect to any USDBTC Day-ahead Mini Swap, the Trade 

Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Day-ahead Mini Swap, 

$0.01.

d. Initial Payment Date. With respect to any USDBTC Day-ahead Mini Swap, the 

Trade Date applicable thereto. The buyer of a USDBTC Day-ahead Mini Swap will 

pay the bid amount of such Company Contract on the Trade Date thereof.

e. Premium. With respect to any USDBTC Day-ahead Mini Swap, the Buyer thereof 

will pay the premium thereon on the Initial Payment Date. In the context of a 

USDBTC Day-ahead Mini Swap, the bid amount is equal to the Premium.

f. Last Trading Date. With respect to any Day-ahead Mini Swap, the Business Day 

next succeeding the Trade Date applicable thereto.
135

g. Business Day Convention. Previous.

h. Final Payment Date. With respect to any USDBTC Day-ahead Mini Swap, the 

Business Day next succeeding the Last Trading Date.

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Day-ahead Mini Swap Block Trade must be effectuated 

in accordance with Rule 5.7. The minimum block size for the USDBTC Day-ahead Mini 

Swap is equal to 100 contracts. All parties to a USDBTC Day-ahead Mini Swap Block 

Trade must be Eligible Contract Participants. 

Rule 12.8 Weekly USD/BTC Mini Options

A. Contract Description. Generally speaking, an option is an agreement that grants the 

option purchaser, in exchange for a premium, the right, but not the obligation, to purchase 

from (in the case of a call option) or to sell to (in the case of a put option) the option writer, 

at a specified exercise or “strike” price, and at specified time(s) or within a specified period, 

a specified underlying interest. This Rule 12.8 pertains to options on bitcoin (as described 

further herein) (the USDBTC Weekly Mini Options”) and contains general terms and 

conditions. Participants may enter into USDBTC Weekly Mini Options as buyers or sellers 

of calls and/or puts. 

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the USDBTC Weekly Mini 

Options will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Weekly Mini Options will be United States 

dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to USDBTC Weekly Mini Options will be bitcoin 

(sometimes referred to as “BTC”).
136

F. Contract Size. Each USDBTC Weekly Mini Option will be for 1/100 Underlying (i.e., oneone hundredth bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 2,000,000 USDBTC Weekly Mini Options.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Weekly Mini Options from a Participant, 

such Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more USDBTC Weekly Mini Options from a Participant, such 

Participant must have sufficient bitcoin available for trading in its account to satisfy its 

delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Weekly Mini Option, the date on which 

the Company, in its sole discretion, accepts a buy or sell order, as the case may 

be.

b. Effective Date. With respect to any USDBTC Weekly Mini Option, the Trade Date 

applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Weekly Mini Option, 

$0.01.

d. Initial Payment Date. With respect to any USDBTC Weekly Mini Option, the Trade 

Date applicable thereto. The buyer of a USDBTC Weekly Mini Option will pay the 

bid amount of such Company Contract on the Trade Date thereof.

e. Premium. With respect to any USDBTC Weekly Mini Option, the Buyer thereof will 

pay the premium thereon on the Initial Payment Date. In the context of a USDBTC 

Weekly Mini Option, the bid amount is equal to the Premium.

f. Last Trading Date. Friday of the calendar week, or as otherwise determined by the 

Company in its sole discretion.

g. Business Day Convention. Previous.

h. Final Payment Date. With respect to any USDBTC Weekly Mini Option, the 

Business Day next succeeding the Last Trading Date.
137

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Weekly Mini Option Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Weekly Mini Option 

is equal to 100 contracts. All parties to a USDBTC Weekly Mini Option Block Trade must 

be Eligible Contract Participants.

Rule 12.9 Day-Ahead USD/BTC Futures

A. Contract Description. In general, a futures contract is a legally binding agreement to 

buy or sell a standardized asset at a specified time in the future. This Rule 12.9 pertains 

to futures on bitcoin (as described further herein) (the “Day-ahead Futures”) and contains 

general terms and conditions. The Day-ahead Futures contract requires that a buyer pay 

USD on the Initial Payment Date (as defined below), and that the seller pay BTC on the 

Final Payment Date (as defined below).

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the Day-ahead Futures contract 

will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to Day-ahead Futures will be United States dollars, 

which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to Day-ahead Futures will be bitcoin (sometimes 

referred to as “BTC”).

F. Contract Size. Each Day-ahead Futures contract will be for a single Underlying (i.e., one 

bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 20,000 Day-ahead Futures.
138

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more Day-ahead Futures from a Participant, such 

Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more Day-ahead Futures from a Participant, such Participant 

must have sufficient bitcoin available for trading in its account to satisfy its delivery 

obligations on such Company Contract(s).

I. Tenor. One Business Day.

J. Conventions.

a. Trade Date. With respect to any Day-ahead Futures contract, the date on which 

the Company, in its sole discretion, accepts a buy or sell order, as the case may 

be.

b. Effective Date. With respect to any Day-ahead Futures contract, the Trade Date 

applicable thereto.

c. Minimum Price Fluctuation. With respect to any Day-ahead Futures contract, 

$0.25.

d. Initial Payment Date. With respect to any Day-ahead Futures contract, the Trade 

Date applicable thereto. The buyer of a Day-ahead Futures contract will pay the 

bid amount of such Company Contract on the Trade Date thereof.

e. Premium. With respect to any Day-ahead Futures contract, the Buyer thereof will 

pay the premium thereon on the Initial Payment Date. In the context of a Dayahead Futures contract, the bid amount is equal to the Premium.

f. Final Payment Date. With respect to any Day-ahead Futures contract, the 

Business Day next succeeding the Trade Date applicable thereto.

g. Business Day Convention. Previous.

h. Settlement. Physical delivery. With respect to any Day-ahead Futures contract, 

physical delivery will occur on the Final Payment Date applicable thereto.

K. Block Trading. Each Day-ahead Futures Block Trade must be effectuated in accordance 

with Rule 5.7. The minimum block size for the Day-ahead Futures contract is equal to the 

contract size set forth in Section F above. All parties to a Day-ahead Futures Block Trade 

must be Eligible Contract Participants.
139

Rule 12.10 Weekly USD/BTC Futures

A. Contract Description. In general, a futures contract is a legally binding agreement to 

buy or sell a standardized asset at a specified time in the future. This Rule 12.10 pertains 

to futures on bitcoin (as described further herein) (the “USDBTC Weekly Futures”) and 

contains general terms and conditions. The USDBTC Weekly Futures contract requires 

that a buyer pay USD on the Initial Payment Date (as defined below), and that the seller 

pay BTC on the Final Payment Date (as defined below).

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the USDBTC Weekly Futures 

contract will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Weekly Futures will be United States 

dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to USDBTC Weekly Futures will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each USDBTC Weekly Futures contract will be for a single Underlying 

(i.e., one bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 20,000 USDBTC Weekly Futures.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Weekly Futures from a Participant, such 

Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more USDBTC Weekly Futures from a Participant, such 
140

Participant must have sufficient bitcoin available for trading in its account to satisfy its 

delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Weekly Futures contract, the date on 

which the Company, in its sole discretion, accepts a buy or sell order, as the case 

may be.

b. Effective Date. With respect to any USDBTC Weekly Futures contract, the Trade 

Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Weekly Futures contract, 

$0.25.

d. Initial Payment Date. With respect to any USDBTC Weekly Futures contract, the 

Trade Date applicable thereto. The buyer of a USDBTC Weekly Futures contract 

will pay the bid amount of such Company Contract on the Trade Date thereof.

e. Premium. With respect to any USDBTC Weekly Futures contract, the Buyer 

thereof will pay the premium thereon on the Initial Payment Date. In the context of 

a USDBTC Weekly Futures contract, the bid amount is equal to the Premium.

f. Last Trading Date. Friday of the calendar week, or as otherwise determined by the 

Company in its sole discretion.

g. Business Day Convention. Previous.

h. Final Payment Date. With respect to any USDBTC Weekly Futures contract, the 

Business Day next succeeding the Last Trading Date.

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Weekly Futures Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Weekly Futures 

contract is equal to the contract size set forth in Section F above. All parties to a USDBTC 

Weekly Futures Block Trade must be Eligible Contract Participants.

Rule 12.11 Monthly USD/BTC Futures

A. Contract Description. In general, a futures contract is a legally binding agreement to 

buy or sell a standardized asset at a specified time in the future. This Rule 12.11 pertains 

to futures on bitcoin (as described further herein) (the “USDBTC Monthly Futures”) and 

contains general terms and conditions. The USDBTC Monthly Futures contract requires 
141

that a buyer pay USD on the Initial Payment Date (as defined below), and that the seller 

pay BTC on the Final Payment Date (as defined below).

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the USDBTC Monthly Futures 

contract will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Monthly Futures will be United States 

dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to USDBTC Monthly Futures will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each USDBTC Monthly Futures contract will be for a single Underlying 

(i.e., one bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 20,000 USDBTC Monthly Futures.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Monthly Futures from a Participant, such 

Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more USDBTC Weekly Futures from a Participant, such 

Participant must have sufficient bitcoin available for trading in its account to satisfy its 

delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Monthly Futures contract, the date on 

which the Company, in its sole discretion, accepts a buy or sell order, as the case 

may be.
142

b. Effective Date. With respect to any USDBTC Monthly Futures contract, the Trade 

Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Monthly Futures 

contract, $0.25.

d. Initial Payment Date. With respect to any USDBTC Monthly Futures contract, the 

Trade Date applicable thereto. The buyer of a USDBTC Monthly Futures contract 

will pay the bid amount of such Company Contract on the Trade Date thereof.

e. Premium. With respect to any USDBTC Monthly Futures contract, the Buyer 

thereof will pay the premium thereon on the Initial Payment Date. In the context of 

a USDBTC Monthly Futures contract, the bid amount is equal to the Premium.

f. Last Trading Date. Friday of the calendar week, or as otherwise determined by the 

Company in its sole discretion.

g. Business Day Convention. Previous.

h. Final Payment Date. With respect to any USDBTC Monthly Futures contract, the 

Business Day next succeeding the Last Trading Date.

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Monthly Futures Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Monthly Futures 

contract is equal to the contract size set forth in Section F above. All parties to a USDBTC 

Monthly Futures Block Trade must be Eligible Contract Participants.

Rule 12.12 Day-Ahead USD/BTC Mini Futures

A. Contract Description. In general, a futures contract is a legally binding agreement to 

buy or sell a standardized asset at a specified time in the future. This Rule 12.12 pertains 

to futures on bitcoin (as described further herein) (the “Day-ahead Mini Futures”) and 

contains general terms and conditions. The Day-ahead Mini Futures contract requires 

that a buyer pay USD on the Initial Payment Date (as defined below), and that the seller 

pay BTC on the Final Payment Date (as defined below).

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 
143

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the Day-ahead Mini Futures 

contract will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to Day-ahead Mini Futures will be United States 

dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to Day-ahead Mini Futures will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each Day-ahead Futures contract will be for a 1/100 Underlying (i.e., oneone hundredth bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 2,000,000 Day-ahead Futures.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more Day-ahead Mini Futures from a Participant, such 

Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more Day-ahead Futures from a Participant, such Participant 

must have sufficient bitcoin available for trading in its account to satisfy its delivery 

obligations on such Company Contract(s).

I. Tenor. One Business Day.

J. Conventions.

a. Trade Date. With respect to any Day-ahead Mini Futures contract, the date on 

which the Company, in its sole discretion, accepts a buy or sell order, as the case 

may be.

b. Effective Date. With respect to any Day-ahead Mini Futures contract, the Trade 

Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any Day-ahead Mini Futures contract, 

$0.01.

d. Initial Payment Date. With respect to any Day-ahead Mini Futures contract, the 

Trade Date applicable thereto. The buyer of a Day-ahead Futures contract will pay 

the bid amount of such Company Contract on the Trade Date thereof.
144

e. Premium. With respect to any Day-ahead Mini Futures contract, the Buyer thereof 

will pay the premium thereon on the Initial Payment Date. In the context of a Dayahead Mini Futures contract, the bid amount is equal to the Premium.

f. Final Payment Date. With respect to any Day-ahead Mini Futures contract, the 

Business Day next succeeding the Trade Date applicable thereto.

g. Business Day Convention. Previous.

h. Settlement. Physical delivery. With respect to any Day-ahead Mini Futures 

contract, physical delivery will occur on the Final Payment Date applicable thereto.

K. Block Trading. Each Day-ahead Mini Futures Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the Day-ahead Mini Futures 

contract is equal to 100 contracts. All parties to a Day-ahead Mini Futures Block Trade 

must be Eligible Contract Participants.

Rule 12.13 Weekly USD/BTC Mini Futures

A. Contract Description. In general, a futures contract is a legally binding agreement to 

buy or sell a standardized asset at a specified time in the future. This Rule 12.13 pertains 

to futures on bitcoin (as described further herein) (the “USDBTC Weekly Mini Futures”) 

and contains general terms and conditions. The USDBTC Weekly Mini Futures contract 

requires that a buyer pay USD on the Initial Payment Date (as defined below), and that 

the seller pay BTC on the Final Payment Date (as defined below).

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the USDBTC Weekly Mini 

Futures contract will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Weekly Mini Futures will be United States 

dollars, which will be expressed in dollars and cents per bitcoin.
145

E. Underlying. The underlying applicable to USDBTC Weekly Mini Futures will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each USDBTC Weekly Mini Futures contract will be for a 1/100 Underlying 

(i.e., one-one hundredth bitcoin).

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 2,000,000 USDBTC Weekly Mini Futures.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Weekly Mini Futures from a Participant, 

such Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more USDBTC Weekly Mini Futures from a Participant, such 

Participant must have sufficient bitcoin available for trading in its account to satisfy its 

delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Weekly Mini Futures contract, the date 

on which the Company, in its sole discretion, accepts a buy or sell order, as the 

case may be.

b. Effective Date. With respect to any USDBTC Weekly Mini Futures contract, the 

Trade Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Weekly Mini Futures 

contract, $0.01.

d. Initial Payment Date. With respect to any USDBTC Weekly Mini Futures contract, 

the Trade Date applicable thereto. The buyer of a USDBTC Weekly Mini Futures 

contract will pay the bid amount of such Company Contract on the Trade Date 

thereof.

e. Premium. With respect to any USDBTC Weekly Mini Futures contract, the Buyer 

thereof will pay the premium thereon on the Initial Payment Date. In the context of 

a USDBTC Weekly Mini Futures contract, the bid amount is equal to the Premium.

f. Last Trading Date. Friday of the calendar week, or as otherwise determined by the 

Company in its sole discretion.

g. Business Day Convention. Previous.
146

h. Final Payment Date. With respect to any USDBTC Weekly Mini Futures contract, 

the Business Day next succeeding the Last Trading Date.

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Weekly Mini Futures Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Weekly Mini Futures 

contract is equal to 100 contracts. All parties to a USDBTC Weekly Mini Futures Block 

Trade must be Eligible Contract Participants.

Rule 12.14 Monthly USD/BTC Mini Futures

A. Contract Description. In general, a futures contract is a legally binding agreement to 

buy or sell a standardized asset at a specified time in the future. This Rule 12.14 pertains 

to futures on bitcoin (as described further herein) (the “USDBTC Monthly Mini Futures”) 

and contains general terms and conditions. The USDBTC Monthly Mini Futures contract 

requires that a buyer pay USD on the Initial Payment Date (as defined below), and that 

the seller pay BTC on the Final Payment Date (as defined below).

B. Bitcoin. Bitcoin is a computer network and protocol that allows digital currency to be 

stored and transferred in a distributed manner without the need for a central intermediary. 

The Bitcoin network is a form of blockchain, which allows consensus to be built and 

maintained on a distributed, decentralized basis by parties with no inherent reason to trust 

one another. Each individual bitcoin transaction is validated by the network of 

decentralized parties, or nodes, over a period of time and then added to a “block”, which 

is then cryptographically linked to the immediately preceding block (over time, creating a 

chain, or a “blockchain”).

C. Trading Hours. The trading hours that are applicable to the USDBTC Monthly Mini 

Futures contract will be as stated in Rule 5.6 above.

D. Currency. The currency applicable to USDBTC Monthly Mini Futures will be United 

States dollars, which will be expressed in dollars and cents per bitcoin.

E. Underlying. The underlying applicable to USDBTC Monthly Mini Futures will be bitcoin 

(sometimes referred to as “BTC”).

F. Contract Size. Each USDBTC Monthly Mini Futures contract will be for 1/100 Underlying 

(i.e., one-one hundredth bitcoin).
147

G. Position Limits. As of any date of determination, no person will own or control positions 

in excess of 2,000,000 USDBTC Monthly Mini Futures.

H. Collateral. All Company Contracts will be fully collateralized. Before the Company DCM 

will accept a buy order for one or more USDBTC Monthly Mini Futures from a Participant, 

such Participant must have sufficient USD available for trading in its account to satisfy its 

settlement obligations on such Company Contract(s). Before the Company DCM will 

accept a sell order for one or more USDBTC Monthly Mini Futures from a Participant, such 

Participant must have sufficient bitcoin available for trading in its account to satisfy its 

delivery obligations on such Company Contract(s).

I. Conventions.

a. Trade Date. With respect to any USDBTC Monthly Mini Futures contract, the date 

on which the Company, in its sole discretion, accepts a buy or sell order, as the 

case may be.

b. Effective Date. With respect to any USDBTC Monthly Mini Futures contract, the 

Trade Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDBTC Monthly Mini Futures 

contract, $0.01.

d. Initial Payment Date. With respect to any USDBTC Monthly Mini Futures contract, 

the Trade Date applicable thereto. The buyer of a USDBTC Monthly Mini Futures 

contract will pay the bid amount of such Company Contract on the Trade Date 

thereof.

e. Premium. With respect to any USDBTC Monthly Mini Futures contract, the Buyer 

thereof will pay the premium thereon on the Initial Payment Date. In the context of 

a USDBTC Monthly Mini Futures contract, the bid amount is equal to the Premium.

f. Last Trading Date. Friday of the calendar month, or as otherwise determined by 

the Company in its sole discretion.

g. Business Day Convention. Previous.

h. Final Payment Date. With respect to any USDBTC Monthly Mini Futures contract, 

the Business Day next succeeding the Last Trading Date.

i. Settlement. Physical delivery on the Final Payment Date.

J. Block Trading. Each USDBTC Monthly Mini Futures Block Trade must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDBTC Monthly Mini Futures 
148

contract is equal to 100 contracts. All parties to a USDBTC Monthly Mini Futures Block 

Trade must be Eligible Contract Participants.

Rule 12.15 USD/ETH Deci Options

A. Contract Description. A Participant may enter into a Company Contract as the buyer 

or the seller of a call or put option contract on ETH. For both call and put options, on the 

Initial Payment Date the buyer must pay the Premium in USD and the seller’s Participant 

Account will be credited with the Premium in USD. On the Final Payment Date, the 

buyer may elect to exercise the contract, at which point the Company Contract will be 

settled as described in Rule 6.2. All Company Contracts referencing Underlying Digital 

Currency, are subject to the LedgerX Digital Currency Fork Policy found in Rule 11.14.

B. Ethereum. Ethereum is a computer network and protocol that allows digital currency to 

be stored and transferred in a distributed manner without the need for a central 

intermediary. The Ethereum network is a form of blockchain, which allows consensus to 

be built and maintained on a distributed, decentralized basis by parties with no inherent 

reason to trust one another. Each individual Ethereum transaction is validated by the 

network of decentralized parties, or nodes, over a period of time and then added to a 

“block”, which is then cryptographically linked to the immediately preceding block (over 

time, creating a chain, or a “blockchain”).

C. Trading Hours. The trading hours of the Exchange’s Designated Contract Market that 

are applicable to the Company Contract described in this Rule 12.15 will be 24 hours a 

day, seven days a week or as otherwise determined by the Exchange from time to time 

as disclosed on the Website and through Participant Notice.

D. Currency. The currency applicable to USDETH Deci Options will be United States 

dollars, which will be expressed in dollars and cents per ETH.

E. Underlying. The underlying applicable to USDETH Deci Options will be Ethereum 

(sometimes referred to as “ETH”).

F. Contract Size. Each USDETH Deci Option will be for 1/10 Underlying (i.e., one-tenth 

ETH).

G. Listing Cycle. LedgerX shall post in a location on its website available to Participants a 

list of Company Contracts that are available for trading. At a minimum, that list shall 
149

include Company Contracts expiring on each of the four nearest Fridays, plus Company 

Contracts that expire on the last Friday of each of the following three calendar quarters.

H. Strike Prices and Intervals. For each expiration date on which Company Contracts are 

listed, LedgerX shall list strike prices denominated in U.S. dollars as follows:

For the nearest four weeks, LedgerX shall list Company Contracts with at least five strike 

prices at each expiry. Those strike prices shall be separated by equal intervals of at 

least $10, or such other greater amount determined by LedgerX that is at least 20% 

above and below the spot market trading range over the prior 4-week period.

For Company Contracts with later expiries, LedgerX shall list at least three strike prices 

at each expiry in intervals determined at the discretion of LedgerX based on its 

assessment of the movements of the ETH spot market.

I. Exercise Style. European (Exercise available only on the day of expiration per the 

terms of this contract specification).

J. Exercise Instructions and Procedures. For the buyer of a USDETH Deci Option 

contract to exercise that contract, the buyer must submit exercise instructions to the 

Exchange’s Designated Contract Market prior to the Final Payment Day/Time, and have 

sufficient collateral available for trading in buyer’s account at that time to satisfy buyer’s 

Settlement obligation. See Rules 7.1 and 7.2. USDETH Deci Option contracts will not 

be exercised automatically. See Rule 6.2.E.

K. Expiration. If a buyer of a USDETH Deci Option does not exercise that option timely, or 

lacks sufficient collateral available for trading to satisfy buyer’s Settlement obligation, 

then the option shall expire valueless.

L. Position Limits. As of any date of determination, no person will own or control 

positions in excess of 1,000,000 USDETH Deci Options.

M. Collateral. All Company Contracts will be fully collateralized. Before the Exchange’s 

Designated Contract Market will accept a buy order for an USDETH Deci Option from a 

Participant, such Participant must have sufficient USD available for trading in its account 

to satisfy its obligation to pay the Premium on such Company Contract(s). Additional 

collateral is required from buyer to exercise the option, as described above. Before the 

Exchange’s Designated Contract Market will accept a sell order for one or more 
150

USDETH Deci Options from a Participant, such Participant must have the following: (i) 

for call options, the seller must have sufficient ETH available for trading in its account to 

satisfy its delivery obligations on such Company Contract at Settlement; or (ii) for put 

options, the seller must have sufficient USD available for trading it its account to satisfy 

its payment obligations at Settlement.

N. Conventions.

a. Trade Date. With respect to any USDETH Deci Option, the date on which the 

Exchange, in its sole discretion accepts a buy or sell order, as the case may be.

b. Effective Date. With respect to any USDETH Deci Option, the Trade Date 

applicable thereto.

c. Strike Price. As of any Trade Date, the agreed price in U.S. dollars to be paid at 

expiration for ETH.

d. Minimum Price Fluctuation. With respect to any USDETH Deci Option, $0.01.

e. Initial Payment Date. With respect to any USDETH Deci Option, the Trade Date 

applicable thereto. The buyer of a USDETH Deci Option will pay the agreed 

amount of such Company Contract on the Trade Date thereof.

f. Premium. With respect to any USDETH Deci Option, the Buyer thereof will pay 

the premium thereon on the Initial Payment Date.

g. Last Trading Day/Time. Up to but not including 5:00 pm New York time (adjusted 

for daylight savings) on the Friday of the week and month of expiry for that 

contract, or as otherwise determined by the Exchange in its sole discretion.

h. Settlement. Physical delivery on the Final Payment Day/Time.

O. Block Trading. Each Block Trade of as USDETH Deci Options must be effectuated in

accordance with Rule 5.7. The minimum block size for the USDETH Deci Options is 

equal to 10 contracts. All parties to a USDETH Deci Option Block Trade must be 

Eligible Contract Participants.

Rule 12.16 USD/ETH Deci Futures

A. Contract Description. A Participant may enter into a Company Contract as a buyer, 

whereby such Participant will pay USD and receive ETH, or as a seller, whereby such 
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Participant will pay ETH and receive USD. The Company Contract requires that a buyer 

pay USD on the Initial Payment Date, and that the seller pay ETH on the Final Payment 

Date. This Rule 12.16 pertains to Futures on ETH (as described further herein) and 

contains general Company Contract terms and conditions.

B. Ethereum. Ethereum is a computer network and protocol that allows digital currency to 

be stored and transferred in a distributed manner without the need for a central 

intermediary. The Ethereum network is a form of blockchain, which allows consensus to 

be built and maintained on a distributed, decentralized basis by parties with no inherent 

reason to trust one another. Each individual Ethereum transaction is validated by the 

network of decentralized parties, or nodes, over a period of time and then added to a 

“block”, which is then cryptographically linked to the immediately preceding block (over 

time, creating a chain, or a “blockchain”).

C. Trading Hours. The trading hours of the Exchange’s Designated Contract Market that 

are applicable to the Company Contract described in this Rule 12.16 will be 24 hours a 

day, seven days a week or as otherwise determined by the Exchange from time to time 

as disclosed on the Website and through Participant Notice.

D. Currency. The currency applicable to USDETH Deci Futures will be United States 

dollars, which will be expressed in dollars and cents per ETH.

E. Underlying. The underlying applicable to USDETH Deci Futures will be Ether.

F. Contract Size. Each USDETH Deci Future will be for 1/10 Underlying (i.e., one-tenth 

ETH).

G. Listing Cycle. LedgerX shall post in a location on its website available to Participants a 

list of Company Contracts that are available for trading. At a minimum, that list shall 

include Company Contracts maturing on each of the four nearest Fridays, plus Company 

Contracts that mature on the last Friday of each of the following three calendar quarters.

H. Position Limits. As of any date of determination, no person will own or control 

positions in excess of 1,000,000 USDETH Deci Futures.

I. Collateral. All Company Contracts will be fully collateralized. Before the Exchange’s 

Designated Contract Market will accept a buy order for one or more USDETH Deci 

Futures from a Participant, such Participant must have sufficient USD available for 

trading in its account to satisfy its payment obligations on such Company Contract(s). 
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Before the Exchange’s Designated Contract Market will accept a sell order for one or 

more USDETH Deci Futures from a Participant, such Participant must have sufficient 

ETH available for trading in its account to satisfy its delivery obligations on such 

Company Contract(s).

J. Conventions.

a. Trade Date. With respect to any USDETH Deci Future, the date on which the 

Exchange, in its sole discretion accepts a buy or sell order, as the case may be.

b. Effective Date. With respect to any USDETH Deci Future, the Trade Date 

applicable thereto.

c. Minimum Price Fluctuation. With respect to any USDETH Deci Future, $0.01.

d. Initial Payment Date. With respect to any USDETH Deci Future, date on which 

the buyer of a USDETH Deci Future will pay the Purchase Price shall be the 

Trade Date applicable thereto.

e. Purchase Price. With respect to any USDETH Deci Future, the total U.S. Dollar 

denominated amount that a Buyer agreed to pay for a USDETH Deci Future is 

the Purchase Price.

f. Last Trading Day/Time. Up to but not including 5:00 pm New York time (adjusted 

for daylight savings) on the Friday of the week and month of expiry for that 

contract, or as otherwise determined by the Exchange in its sole discretion.

g. Final Payment Day/Time. 5:00 pm New York time (adjusted for daylight savings) 

on the Friday of the week and month of expiry for that contract.

h. Settlement. Physical delivery on the Final Payment Day/Time.

K. Block Trading. Each Block Trade of as USDETH Deci Future must be effectuated in 

accordance with Rule 5.7. The minimum block size for the USDETH Deci Future is 

equal to 10 contracts. All parties to a USDETH Deci Future Block Trade must be Eligible 

Contract Participants.

Rule 12.17 Day-Ahead USD/ETH Deci Swaps

A. Contract Description. The term “swap” is a generic one that covers many types of 

instruments, including (among other things) any agreement, contract or transaction that 

is for the purchase or sale of any one or more currencies or commodities. A Participant 
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may enter into a Company Contract as a buyer, whereby such Participant will pay USD 

and receive ETH, or as a seller, whereby such Participant will pay ETH and receive 

USD. This Rule 12.17 pertains to swaps on Ether (as described further herein) (the 

“Day-ahead USD/ETH Deci Swaps”) and contains general terms and conditions. The 

Day-ahead USD/ETH Deci-Swap requires that a buyer pay USD on the Initial Payment 

Date, and that the seller pay ETH on the Final Payment Date. All Company Contracts 

referencing Underlying Digital Currency, are subject to the LedgerX Digital Currency 

Fork Policy found in Rule 11.14.

B. Ethereum. Ethereum is a computer network and protocol that allows digital currency to 

be stored and transferred in a distributed manner without the need for a central 

intermediary. The Ethereum network is a form of blockchain, which allows consensus to 

be built and maintained on a distributed, decentralized basis by parties with no inherent 

reason to trust one another. Each individual Ethereum transaction is validated by the 

network of decentralized parties, or nodes, over a period of time and then added to a 

“block”, which is then cryptographically linked to the immediately preceding block (over 

time, creating a chain, or a “blockchain”).

C. Trading Hours. The trading hours of the Exchange’s Designated Contract Market that 

are applicable to the Company Contract described in this Rule 12.15 will be 24 hours a 

day, seven days a week or as otherwise determined by the Exchange from time to time 

as disclosed on the Website and through Participant Notice.

D. Currency. The currency applicable to Day-Ahead USD/ETH Deci Swaps will be United 

States dollars, which will be expressed in dollars and cents per ETH.

E. Underlying. The underlying applicable to Day-Ahead USD/ETH Deci Swaps will be 

Ethereum (sometimes referred to as “ETH”).

F. Contract Size. Each Day-Ahead USD/ETH Deci Swap will be for 1/10 Underlying (i.e., 

one-tenth ETH).

G. Listing Cycle. LedgerX shall list the Company Contract on a daily basis as available for 

trading.

H. Prices and Intervals. LedgerX shall list prices denominated in U.S. dollars. Those 

prices shall be separated by equal intervals of at least $10, or such other greater amount 

determined by LedgerX that is at least 20% above and below the spot market trading 

range over the prior 1-week period.
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I. Position Limits. As of any date of determination, no person will own or control 

positions in excess of 1,000,000 Day-Ahead USD/ETH Deci Swaps.

J. Collateral. All Company Contracts will be fully collateralized. Before the Exchange’s

Designated Contract Market will accept a buy order for a Day-Ahead USD/ETH Deci 

Swap from a Participant, such Participant must have sufficient USD available for trading 

in its account to satisfy its obligation to pay the Premium on such Company Contract(s). 

Before the Exchange’s Designated Contract Market will accept a sell order for one or 

more Day-Ahead USD/ETH Deci Swaps from a Participant, such Participant must have 

sufficient ETH available for trading in its account to satisfy its delivery obligations on 

such Company Contract at Settlement.

K. Conventions.

a. Trade Date. With respect to any Day-Ahead USD/ETH Deci Swap, the date on 

which the Exchange, in its sole discretion accepts a buy or sell order, as the case 

may be.

b. Effective Date. With respect to any Day-Ahead USD/ETH Deci Swap, the Trade 

Date applicable thereto.

c. Minimum Price Fluctuation. With respect to any Day-Ahead USD/ETH Deci 

Swap, $0.01.

d. Initial Payment Date. With respect to any Day-Ahead USD/ETH Deci Swap, the 

Trade Date applicable thereto. The buyer of a Day-Ahead USD/ETH Deci Swap 

will pay the agreed Premium of such Company Contract on the Trade Date 

thereof.

e. Premium. With respect to any Day-Ahead USD/ETH Deci Swap, the Buyer 

thereof will pay the premium thereon on the Initial Payment Date. In the context 

of a Day-Ahead USD/ETH Deci Swap, the agreed amount is equal to the 

Premium.

f. Last Trading Day/Time. Up to but not including 5:00 pm New York time (adjusted 

for daylight savings) on the Business Day immediately preceding Settlement.

g. Final Payment Day/Time. 5:00 pm New York time (adjusted for daylight savings) 

on the Business Day immediately after the Last Trading Day/Time.

h. Settlement. Physical delivery on the Final Payment Day/Time.
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L. Block Trading. Each Block Trade of as Day-Ahead USD/ETH Deci Swaps must be 

effectuated in accordance with Rule 5.7. The minimum block size for the Day-Ahead 

USD/ETH Deci Swaps is equal to 10 contracts. All parties to a Day-Ahead USD/ETH 

Deci Swap Block Trade must be Eligible Contract Participants.
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CHAPTER 13 - CLEARING SERVICES FOR KALSHI

Rule 13.1 Clearing Services for Kalshi

A. Rules Applicable to Clearing Services.

This Chapter 13 applies to the Clearing Services the Clearing House will provide to Kalshi 

Participants for Kalshi Binary Contracts.

B. Application of Rules

Except as provided elsewhere in the Rules, only this Chapter 13 will apply to Clearing 

Services.

C. The Clearing Services.

The Clearing House shall provide the Clearing Services in a timely, accurate and 

complete manner for all Kalshi Binary Contracts that have been approved for clearing by 

the Clearing House in accordance with this Chapter 13.

Rule 13.2 Clearance and Substitution of Kalshi Binary Contracts

Rule 13.2.1 Clearance and Substitution

A. Upon submission of a Kalshi Binary Contract for clearing, the Clearing House will 

conduct a review of the Participant’s Collateral Account to ensure that the 

Participant can fully collateralize the Kalshi Binary Contract prior to providing 

Clearing Services. If the Participant’s Collateral Account does not have the 

necessary funds and/or collateral, the Clearing House will not accept the Kalshi 

Binary Contract for clearing.

B. Upon the successful acceptance of the Kalshi Binary Contract, the Clearing House

shall immediately, through the process of Novation, be substituted as and assume 

the position of seller to the Participant buying and buyer to the Participant selling 

the relevant Kalshi Binary Contract. Upon such substitution, the buying and selling 

Participants shall be released from their Obligations to each other, and such 

Participants shall be deemed to have bought the Kalshi Binary Contract from or 

sold the Kalshi Binary Contract to the Clearing House, as the case may be, and 

the Clearing House shall have all the rights and be subject to all the liabilities of 

such Participants with respect to such Kalshi Binary Contracts. Such substitution 
157

shall be effective in law for all purposes. The Participants of the Kalshi Binary 

Contract are deemed to consent to the Novation by submitting the Kalshi Binary 

Contracts through KalshiEX, LLC to the Clearing House and the Clearing House

consents to the Novation by accepting the Kalshi Binary Contract and performing 

the Clearing Services.

C. Kalshi Binary Contracts with the same terms and conditions, as defined by the 

specifications of the Kalshi Binary Contracts, submitted to the Clearing House for 

clearing, are economically equivalent within the Clearing House and may be offset 

with each other within the Clearing House.

D. Upon acceptance of a Kalshi Binary Contract by the Clearing House for clearing:

1. The original Kalshi Binary Contract is extinguished;

2. The original Kalshi Binary Contract is replaced by an equal and opposite 

Kalshi Binary Contract between the Clearing House and each Participant; 

and

3. All terms of a cleared Kalshi Binary Contract must conform to the Kalshi 

Binary Contract Specifications.

E. If a Kalshi Binary Contract is rejected for clearing by the Clearing House for any 

reason, such Kalshi Binary Contract is void ab initio.

Rule 13.2.2 Settlement of Kalshi Binary Contracts

A. The Company shall maintain, on its system, a record of each Kalshi Participant’s 

account balances and Kalshi Binary Contracts.

B. On the Settlement Date, the Clearing House will notify all Kalshi Participants of the 

final amount payable.

Rule 13.2.3 Deposit Procedures

A. A Kalshi Participant must submit a deposit notification through the Kalshi 

Participant Portal before the Kalshi Participant may deposit funds with the Clearing 

House. A Kalshi Participant must deposit funds on the same day as the Kalshi 

Participant submits to the Clearing House a deposit notification to the Clearing 

House. 

B. Deposits occur, and funds are available for use with respect to Clearing Privileges, 

no later than the next Settlement Bank Business Day after a Kalshi Participant 

submits a deposit notification and deposits funds with the Clearing House in 

accordance with Rule 13.2.3.A.
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C. Kalshi Participants are responsible for all transfers of funds from their Clearing 

House-approved accounts to the Collateral Account.

D. In the event a Kalshi Participant deposits funds to the Clearing House without 

submitting a deposit notification, the Kalshi Participant agrees to: (1) cooperate 

with the Clearing House to resolve any issues that may arise; and (2) agree that 

the Clearing House will send the funds back to the account or address from which 

it was transferred within two (2) Settlement Bank Business Days if there has been 

no resolution.

Rule 13.2.4 Withdrawal Procedures

A. Only an Authorized Representative may submit a withdrawal notification through 

the Kalshi Participant Portal before the Clearing House transfers funds to a Kalshi 

Participant. Upon receipt of a withdrawal notification, the Clearing House no longer 

permits funds in the amount listed in the withdrawal notification to be used for 

Clearing Privileges.

B. Kalshi Participants are responsible for providing accurate account numbers to 

allow the Clearing House to effect transfers to the Kalshi Participants.

C. Withdrawals occur, and funds are available, no later than the next Settlement Bank 

Business Day after a Kalshi Participant has submitted a withdrawal notification if 

the Kalshi Participant submits a withdrawal notification during Trading Hours. 

D. If a Kalshi Participant fails to adhere to the withdrawal procedures set forth herein 

or in the Kalshi Binary Contract Specifications, as applicable, the Clearing House 

will take reasonable measures to effect the withdrawal; however, if unable to effect 

the withdrawal, the Kalshi Participant’s collateral may become the sole property of 

the Clearing House, to the extent permitted by Applicable Law. The Clearing 

House may apply the collateral against the Obligations of a Kalshi Participant.

Rule 13.2.5 [RESERVED]

Rule 13.2.6 Reconciliation

The Clearing House shall reconcile the positions and cash and collateral balances of each Kalshi 

Participant at the end of each Settlement Bank Business Day. The Clearing House shall make 

available to each Kalshi Participant through Kalshi the positions and cash and collateral balances 

of each such Kalshi Participant. All Kalshi Participants shall be responsible for reconciling their 

records of their positions and cash and collateral balances with the records of positions and cash 
159

and collateral balances that the Clearing House makes available to Kalshi Participants through 

Kalshi.

Rule 13.2.7 Swap Data Reporting

A. With the assistance of Kalshi and to the extent required by Applicable Law, the 

Clearing House shall report Regulatory Swap Data for Swaps to a single Swap 

Data Repository for purposes of complying with the CEA and applicable CFTC 

Regulations governing the regulatory reporting of swaps. The Clearing House 

shall report all data fields as required by Appendix A to Part 43 of CFTC 

Regulations and Appendix 1 to Part 45 of CFTC Regulations, as applicable, 

including, but not limited to, Swap counterparties, Kalshi Binary Contract type, 

option method, option premium, LEIs, User IDs, buyer, seller, USIs, unique product 

identifiers, underlying asset description, the Swap price or yield, quantity, maturity 

or expiration date, the size, settlement method, execution timestamp, timestamp 

of submission to the SDR, the CTI Code, Kalshi Participant Accounts, and whether 

a Kalshi Participant is a swap dealer, major swap Kalshi Participant or a financial 

entity. The Clearing House shall identify each counterparty to any Kalshi Binary 

Contract in all recordkeeping and all Regulatory Swap Data reporting using a 

single LEI as prescribed under CFTC Regulation 45.6. As soon as technologically 

practicable after execution, the Clearing House also shall transmit to both Swap 

counterparties and the Clearing House, the USI for the Swap created pursuant to 

CFTC Regulation 45.5 and the identity of the SDR. For Swaps involving allocation, 

the Clearing House will transmit the USI to the Reporting Counterparty and the 

agent as required by CFTC Regulation 45.5(d)(1).

B. The Clearing House shall from time to time designate a Swap Data Repository in 

respect of one or more Swaps and shall notify Kalshi Participants of such 

designation. Currently, the Clearing House reports all Regulatory Swap Data for 

all Swaps to ICE Trade Vault.

C. Kalshi Participants that become aware of an error or omission in Regulatory Swap 

Data for a Kalshi Binary Contract shall promptly submit corrected data to the 

Clearing House. Kalshi Participant shall not submit or agree to submit a 

cancellation or correction in order to gain or extend a delay in pubic dissemination 

of accurate Kalshi Binary Contract transaction and Pricing Data or to otherwise 

evade the reporting requirements of Part 43 of CFTC Regulations. Clearing House
160

will report any errors or omissions in Regulatory Swap Data to the same SDR to 

which it originally submitted the Data, as soon as technologically practicable after 

discovery of any such error or omission.

D. The Clearing House sends the Regulatory Swap Data as set forth in Rule 13.2.7.A 

to the Swap Data Repository as soon as technologically practicable after a trade 

has been cleared, or pursuant to the Clearing House Rules. Following the 

transmittal of the Data to the Swap Data Repository, the Clearing House will make 

available the Swap Transaction and Pricing Data to all Kalshi Participants. 

However, due to transmission and posting timing of the Swap Data Repository, 

Kalshi Participants should be aware that the Kalshi Binary Contract transaction 

and Pricing Data may be available on the Clearing House Platform prior to being 

publicly disseminated by the Swap Data Repository.

Rule 13.3 Margin for Kalshi Binary Contracts

Rule 13.3.1 Full Collateralization of Kalshi Binary Contracts Required

Each Kalshi Participant shall deposit funds required to fully collateralize the Kalshi Binary Contract 

pursuant to Kalshi Binary Contract Specifications prior to submission of such Orders to Kalshi, 

and in all cases, prior to the submission of the Kalshi Binary Contract to the Clearing House. 

Collateral transfers made by a Kalshi Participant to the Clearing House or by the Clearing House 

to a Kalshi Participant are irrevocable and unconditional when effected.

Rule 13.3.2 Collateral

A. Subject to the terms and conditions of Clearing House-approved margin collateral, 

the Clearing House will accept from Kalshi Participants the following as margin 

collateral: U.S. Dollars. The Clearing House will value margin collateral as it 

deems appropriate.

B. Except as otherwise provided herein, Collateral must be and remain 

unencumbered. Collateral posted by Kalshi Participants shall be legally and 

operationally segregated from (i) the property of the Clearing House; (ii) the 

property of other members of the DCO, and (iii) customer property posted to the 

Clearing House that is not associated with Kalshi Binary Contracts (i.e., when a 

Participant has been onboarded separately both with the Company, acting in its 

capacity as a DCM and Kalshi, the DCO shall legally and operationally segregate 
161

the property posted by that participant at each separate DCM, as between the two 

DCMs).

C. Each Kalshi Participant posting collateral hereby grants to the Clearing House a 

continuing first priority security interest in, lien on, right of setoff against and 

collateral assignment of all of such Kalshi Participant’s right, title and interest in 

and to any property and collateral deposited with the Clearing House by the Kalshi 

Participant, whether now owned or existing or hereafter acquired or arising, 

including without limitation the following: (i) such Kalshi Participant Account and all 

securities entitlements held therein and all funds held in a Collateral Account and 

(ii) all proceeds of the foregoing. A Kalshi Participant shall execute any documents 

required by the Clearing House to create, perfect and enforce such lien. 

D. Each Kalshi Participant hereby agrees that with respect to any other financial asset 

which is or may be credited to the Kalshi Participant’s Kalshi Participant Account, 

the Clearing House shall have control pursuant to Section 9-106(a) and 8-106(e) 

of the UCC and a perfected security interest pursuant to Section 9-314(a) of the 

UCC.

E. A Kalshi Participant must transfer the collateral to the Clearing House or to a 

Collateral Account and the Clearing House will hold collateral transferred to the 

Clearing House on behalf of the Kalshi Participant. The Clearing House will credit 

to the Kalshi Participant the collateral that such Kalshi Participant deposits. 

Collateral shall be held by the Clearing House until a Kalshi Participant submits a 

withdrawal notification unless otherwise stipulated by these Rules.

F. The Clearing House will not be responsible for any diminution in value of collateral 

that a Kalshi Participant deposits with the Clearing House. Any fluctuation in 

markets is the risk of each Kalshi Participant. Any interest earned on Kalshi 

Participant collateral may be retained by the Settlement Bank or the Clearing 

House.

G. The Clearing House has the right to liquidate a Person’s Kalshi Binary Contracts 

or non-cash collateral to the extent necessary to close or transfer Kalshi Binary 

Contracts, fulfill obligations to the Clearing House or other Kalshi Participants, 

and/or to return collateral in the event that (1) the Person ceases to be a Kalshi 

Participant; (2) the Clearing House suspends or terminates the Person’s Trading 

Privileges or Clearing Privileges; or (3) the Clearing House determines in its sole 

discretion that it is necessary to take such measures. 
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Rule 13.3.3 Segregation of Kalshi Participant Funds

The Clearing House shall separately account for and segregate from the Clearing House’s 

proprietary funds all Kalshi Participant funds used to purchase, margin, guarantee, secure or 

settle Kalshi Binary Contracts, and all money accruing to such Kalshi Participant as the result of 

Kalshi Binary Contracts so carried in a Collateral Account. The Clearing House shall maintain a 

proprietary account that will be credited with fees or other payments owed to the Clearing House 

that are debited from the Collateral Account as a result of Kalshi Participant trades and 

settlements of Kalshi Binary Contracts. The Clearing House shall maintain a record of each Kalshi 

Participant’s account balances and Kalshi Binary Contracts. The Clearing House shall not hold, 

use or dispose of Kalshi Participant funds except as belonging to Kalshi Participants.

Rule 13.3.4 Concentration Limits

The Clearing House may apply appropriate limitations or charges on the concentration of assets 

posted as collateral, as necessary, in order to ensure its ability to liquidate such assets quickly 

with minimal adverse price effects, and may evaluate the appropriateness of any such 

concentration limits or charges, on a periodic basis. In the event that the Clearing House 

determines in its sole discretion that the Kalshi Participant’s deposit is in material excess of the 

amount necessary to collateralize the Kalshi Participant’s Kalshi Binary Contracts, the Clearing 

House shall have the right to (1) transfer non-cash collateral, including Digital Currencies, back 

to a Kalshi Participant, and Kalshi Participant agrees to accept such transfer, or (2) take other 

action the Clearing House deems to be necessary to safeguard the collateral. The Clearing House 

shall be entitled to charge fees related to holding non-cash collateral in material excess of the 

amount necessary to collateralize a Kalshi Participant’s Kalshi Binary Contracts.

Rule 13.4 Clearing House Systems and Collateral. 

Clearing House shall maintain information systems that track the amount of available collateral 

held from time to time by Kalshi Participants at Clearing House or Clearing House’s settlement 

bank and make such information available to Kalshi to the same extent it is available to Clearing 

House so that Kalshi’s automated systems can apply such information in the relevant systems to 

perform its functions.
163

Rule 13.5 LedgerX API. 

In order to provide the Clearing Services, Kalshi shall have and will maintain in effect an 

operational interface between its systems and the relevant systems of Clearing House. Clearing 

House shall maintain and support an Application Programming Interface (“Clearing House API”), 

to enable the transmission of data as necessary to provide Clearing Services.
164

Rule 13.6 Other Rules That Are Applicable To Kalshi Participants. 

All Rules in this Chapter 13 apply to the Clearing Services for Kalshi Binary Contracts.

In addition, the following specific Rules apply to Kalshi Participants, as if they were Participants, 

and the Kalshi Binary Contracts, provided, however that such Rules are applicable only to the 

extent that such Rules are related to Clearing Services:

A. Chapter 1 (Definitions)

B. Chapter 2 (Company Governance)

C. Rule 3.1 (Jurisdiction, Applicability of Rules)

D. Rule 3.2 (Participants – Applications, Agreements, Eligibility Criteria, 

Classifications and Privileges), provided that Kalshi Participants are Participants 

only with regard to Clearing Services.

E. Rule 3.3 (Participant Obligations), provided that Kalshi Participants have 

Participant Obligations only with regard to Clearing Services.

F. Rule 8.5 (Acts Detrimental to the Welfare or Reputation of the Company 

Prohibited) and Rule 8.6 (Misuse of the Platform)

G. Rule 8.19 (Compliance)

H. Chapter 9 (Discipline and Enforcement), but only with regard to Clearing Services.

I. Chapter 11 (Miscellaneous), including Rule 11.2; Rule 11.3; Rule 11.4; Rule 11.5; 

Rule 11.6; Rule 11.7; Rule 11.9; and Rule 11.13, but only with regard to the 

Clearing Services.

Rule 13.7 Other Rules That Are Not Applicable To Kalshi Participants. 

The following rules do not apply to Kalshi Participants, as such rules or related rules are set forth 

in the rules of Kalshi:

A. Rule 3.4 (Customer Account Requirements for FCM Participants)

B. Chapter 4 (Liquidity Providers)

C. Chapter 5 (Method for Trading Company Contracts)

D. Chapter 6 (Clearing and Delivery), but see Rules 13.2, et. seq.

E. Chapter 7 (Margin), but see Rules 13.3, et. seq.

F. Chapter 8 of this Rulebook does not apply to Kalshi Participants, except for 

Rules 8.5, 8.6, and 8.19 as set forth in Rule 13.6. For the avoidance of doubt, 

Kalshi is responsible for all trade practice related activity on its exchange; 

Clearing House is not responsible for trade practice surveillance.
165

G. Chapter 9, except as to Investigations, Discipline and Enforcement related to 

Clearing Services.

H. Chapter 10, except as applied to Clearing Services.

I. Rules 11.8 (Error Trade Policy), 11.10 (Reasonability Levels), and 11.11 (No 

Cancellation Ranges), provided, however, that Clearing House and Kalshi shall 

coordinate with regard to Error Trade pursuant to the rules of Kalshi.

J. Chapter 12 does not apply to Kalshi Participants.

Rule 13.8 Liability 

For the avoidance of doubt, Clearing House shall not have any liability for trading issues on Kalshi, 

as it is only providing Clearing Services to Kalshi Participants.

Rule 13.9 LIMITATION OF LIABILITY; NO WARRANTIES FOR CLEARING SERVICES

A. EXCEPT AS OTHERWISE SET FORTH IN THE RULES, OR DUE TO 

CLEARING HOUSE OBLIGATIONS ARISING FROM THE ACT OR CFTC 

REGULATIONS, INCLUDING PART 39 OF THE CFTC REGULATIONS, OR 

OTHERWISE UNDER APPLICABLE LAW, NEITHER THE CLEARING HOUSE

NOR ANY OF ITS CLEARING HOUSE REPRESENTATIVES, AFFILIATES OR 

AFFILIATES’ REPRESENTATIVES SHALL BE LIABLE TO ANY PERSON, OR 

ANY PARTNER, DIRECTOR, OFFICER, AGENT, EMPLOYEE, AUTHORIZED 

USER OR AUTHORIZED REPRESENTATIVE THEREOF, FOR ANY LOSS, 

DAMAGE, INJURY, DELAY, COST, EXPENSE, OR OTHER LIABILITY OR 

CLAIM, WHETHER IN CONTRACT, TORT OR RESTITUTION, OR UNDER ANY 

OTHER CAUSE OF ACTION, SUFFERED BY OR MADE AGAINST THEM AS A 

RESULT OF THEIR USE OF SOME OR ALL OF THE CLEARING SERVICES, 

SUCH PERSONS EXPRESSLY AGREE TO ACCEPT ALL LIABILITY ARISING 

FROM THEIR USE OF SAME AS WELL AS THEIR USE OF KALSHI.

B. EXCEPT AS OTHERWISE SET FORTH IN THESE RULES OR DUE TO 

CLEARING HOUSE OBLIGATIONS ARISING FROM THE ACT OR CFTC 

REGULATIONS, INCLUDING PART 39 OF THE CFTC REGULATIONS, OR 

OTHERWISE UNDER APPLICABLE LAW, NEITHER THE CLEARING HOUSE

NOR ANY OF ITS CLEARING HOUSE REPRESENTATIVES, AFFILIATES OR 

AFFILIATES’ REPRESENTATIVES SHALL BE LIABLE TO ANY PERSON, OR 

ANY PARTNER, DIRECTOR, OFFICER, AGENT, EMPLOYEE, AUTHORIZED 
166

USER OR AUTHORIZED REPRESENTATIVE THEREOF, FOR ANY LOSS, 

DAMAGE, INJURY, DELAY, COST, EXPENSE, OR OTHER LIABILITY OR 

CLAIM, WHETHER IN CONTRACT, TORT OR RESTITUTION, OR UNDER ANY 

OTHER CAUSE OF ACTION, SUFFERED BY OR MADE AGAINST THEM, 

ARISING FROM (A) ANY FAILURE OR NON-AVAILABILITY OF THE KALSHI 

OR THE PLATFORM; (B) ANY ACT OR OMISSION ON THE PART OF THE 

CLEARING HOUSE, CLEARING HOUSE REPRESENTATIVES, AFFILIATES 

OR AFFILIATES’ REPRESENTATIVES INCLUDING WITHOUT LIMITATION A 

DECISION OF THE CLEARING HOUSE TO SUSPEND, HALT, OR TERMINATE 

TRADING OR TO VOID, NULLIFY OR CANCEL ORDERS OR TRADES IN 

WHOLE OR IN PART; (C) ANY ERRORS OR INACCURACIES IN 

INFORMATION PROVIDED BY THE CLEARING HOUSE, AFFILIATES, THE 

PLATFORM OR KALSHI; (D) UNAUTHORIZED ACCESS TO OR 

UNAUTHORIZED USE OF THE PLATFORM OR KALSHI BY ANY PERSON; (E) 

ANY FORCE MAJEURE EVENT AFFECTING THE CLEARING HOUSE OR A 

KALSHI BINARY CONTRACT; OR (F) ANY LOSS TO ANY KALSHI 

PARTICIPANT RESULTING FROM A KALSHI PARTICIPANT’S OWN 

SECURITY OR THE INTEGRITY OF A KALSHI PARTICIPANT’S 

TECHNOLOGY OR TECHNOLOGY SYSTEMS. THIS LIMITATION OF 

LIABILITY WILL APPLY REGARDLESS OF WHETHER OR NOT THE 

CLEARING HOUSE, ANY CLEARING HOUSE REPRESENTATIVES, ANY 

CLEARING HOUSE AFFILIATES OR AFFILIATES’ REPRESENTATIVES (OR 

ANY DESIGNEE THEREOF) WAS ADVISED OF OR OTHERWISE MIGHT HAVE 

ANTICIPATED THE POSSIBILITY OF SUCH DAMAGES.

C. A PERSON’S USE OF THE PLATFORM, KALSHI, CLEARING HOUSE

PROPERTY AND ANY OTHER INFORMATION AND MATERIALS PROVIDED 

BY THE CLEARING HOUSE IS AT THE PERSON’S OWN RISK, AND THE 

PLATFORM, THE CLEARING HOUSE PROPERTY AND ANY OTHER 

INFORMATION AND MATERIALS PROVIDED BY THE CLEARING HOUSE

HEREUNDER ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, 

WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS 

OR IMPLIED, BY STATUTE, COMMON LAW OR OTHERWISE, INCLUDING 

ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A 

PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND ANY 
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WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR TRADE 

PRACTICE. THE CLEARING HOUSE DOES NOT GUARANTEE THAT (A) THE 

CLEARING HOUSE PROPERTY OR THE PLATFORM WILL OPERATE IN AN 

ERROR-FREE, SECURE OR UNINTERRUPTED MANNER; (B) ANY 

INFORMATION OR MATERIALS PROVIDED BY THE CLEARING HOUSE OR 

ACCESSIBLE THROUGH THE CLEARING HOUSE PROPERTY OR THE 

PLATFORM WILL BE ACCURATE, COMPLETE, RELIABLE, OR TIMELY; OR 

(C) THE CLEARING HOUSE PROPERTY OR ANY ASPECTS OF THE 

PLATFORM WILL BE FREE FROM VIRUSES OR OTHER HARMFUL 

COMPONENTS. THE CLEARING HOUSE SHALL HAVE NO LIABILITY FOR 

THE CREDITWORTHINESS OF ANY PERSON OR FOR THE ACTS OR 

OMISSIONS OF ANY PERSON UTILIZING THE PLATFORM OR ANY ASPECT 

OF THE CLEARING HOUSE OR PLATFORM. A PERSON ACCESSING THE 

CLEARING HOUSE IS SOLELY RESPONSIBLE FOR THE SECURITY AND 

INTEGRITY OF THE PERSON’S TECHNOLOGY. A PERSON’S ACCESS TO 

THE CLEARING HOUSE MAY BE INTERNET-BASED AND THE CLEARING 

HOUSE HAS NO CONTROL OVER THE INTERNET OR A PERSON’S 

CONNECTIONS THERETO. ANY PERSON ACCESSING THE CLEARING 

HOUSE ACKNOWLEDGES THAT THE INTERNET, COMPUTER NETWORKS, 

AND COMMUNICATIONS LINKS AND DEVICES NECESSARY TO ENABLE A 

PERSON TO ACCESS AND USE THE PLATFORM ARE INHERENTLY 

INSECURE AND VULNERABLE TO ATTEMPTS AT UNAUTHORIZED ENTRY 

AND THAT NO FORM OF PROTECTION CAN ENSURE THAT A KALSHI 

PARTICIPANT’S DATA, HARDWARE, OR SOFTWARE OR THE PLATFORM 

OR OTHER CLEARING HOUSE PROPERTY WILL BE FULLY SECURE. 

FURTHERMORE, THE CLEARING HOUSE SHALL HAVE NO OBLIGATION TO 

MONITOR OR VERIFY ANY INFORMATION DISPLAYED THROUGH THE 

PLATFORM.

D. A KALSHI PARTICIPANT THAT DEPOSITS COLLATERAL FOR ITS BENEFIT 

WITH THE CLEARING HOUSE PURSUANT TO THESE RULES SHALL HOLD 

THE CLEARING HOUSE HARMLESS FROM ALL LIABILITY, LOSSES AND 

DAMAGES WHICH MAY RESULT FROM OR ARISE WITH RESPECT TO THE 

CARE AND SALE OF SUCH COLLATERAL PROVIDED THAT THE CLEARING 

HOUSE HAS ACTED REASONABLY AND IN ACCORDANCE WITH 
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APPLICABLE LAW UNDER THE CIRCUMSTANCES. FURTHERMORE, THE 

CLEARING HOUSE HAS NO RESPONSIBILITY FOR ANY ACT OR OMISSION 

OF ANY THIRD PARTY SERVICE PROVIDER THAT THE CLEARING HOUSE 

HAS CHOSEN WITH REASONABLE CARE. THE CLEARING HOUSE HAS NO 

RESPONSIBILITY OR LIABILITY FOR ANY LOSS OF COLLATERAL THAT 

RESULTS, DIRECTLY OR INDIRECTLY, FROM A BREACH TO A KALSHI

PARTICIPANT’S SECURITY OR ELECTRONIC SYSTEMS, INCLUDING BUT 

NOT LIMITED TO CYBER ATTACKS, OR FROM A KALSHI PARTICIPANT’S 

NEGLIGENCE WITH RESPECT TO A WALLET, ADDRESS OR THE RECEIPT 

OF COLLATERAL UPON THE REQUEST OF A WITHDRAWAL, OR FROM A 

KALSHI PARTICIPANT’S DEPOSIT, MISTAKE, ERROR, NEGLIGENCE, OR 

MISCONDUCT WITH RESPECT TO ANY COLLATERAL TRANSFERS A 

KALSHI PARTICIPANT MAKES OR ATTEMPTS TO MAKE TO THE CLEARING 

HOUSE. 

E. NO KALSHI PARTICIPANT, AUTHORIZED USER, AUTHORIZED 

REPRESENTATIVE OR ANY OTHER PERSON SHALL BE ENTITLED TO 

COMMENCE OR CARRY ON ANY PROCEEDING AGAINST THE CLEARING 

HOUSE, ANY OF ITS CLEARING HOUSE REPRESENTATIVES, AFFILIATES 

OR AFFILIATES’ REPRESENTATIVES, IN RESPECT OF ANY ACT, 

OMISSION, PENALTY OR REMEDY IMPOSED PURSUANT TO THE RULES OF 

THE CLEARING HOUSE. THIS SECTION SHALL NOT RESTRICT THE RIGHT 

OF SUCH PERSONS TO APPLY FOR A REVIEW OF A DIRECTION, ORDER 

OR DECISION OF THE CLEARING HOUSE BY A COMPETENT REGULATORY 

AUTHORITY.

F. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IN NO EVENT 

SHALL THE CLEARING HOUSE OR ANY OF ITS CLEARING HOUSE 

REPRESENTATIVES, AFFILIATES OR AFFILIATES’ REPRESENTATIVES BE 

LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR 

SPECIAL DAMAGES (WHETHER OR NOT THE CLEARING HOUSE OR ANY 

SUCH PERSON HAD BEEN INFORMED OR NOTIFIED OR WAS AWARE OF 

THE POSSIBILITY OF SUCH DAMAGES).

G. ANY CLAIM FOR REDRESS OR DAMAGES HEREUNDER SHALL BE FILED 

IN A COURT OF COMPETENT JURISDICTION WITHIN ONE YEAR OF THE 
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DATE ON WHICH SUCH CLAIM ALLEGEDLY AROSE. FAILURE TO

INSTITUTE LITIGATION WITHIN SUCH TIME PERIOD SHALL BE DEEMED TO 

BE A WAIVER OF SUCH CLAIM AND THE CLAIM SHALL BE OF NO FURTHER 

FORCE OR EFFECT. THE ALLOCATIONS OF LIABILITY IN THIS 13.8 RULE 

REPRESENT THE AGREED AND BARGAINED FOR UNDERSTANDING OF 

THE PARTIES, AND EACH PARTY ACKNOWLEDGES THAT THE OTHER 

PARTY’S RIGHTS AND OBLIGATIONS HEREUNDER REFLECT SUCH 

ALLOCATIONS. THE PARTIES AGREE THAT THEY WILL NOT ALLEGE 

THAT THIS REMEDY FAILS ITS ESSENTIAL PURPOSE.

H. THE LIMITATIONS ON LIABILITY IN THIS RULE 13.8 SHALL NOT PROTECT 

ANY PARTY FOR WHICH THERE HAS BEEN A FINAL DETERMINATION 

(INCLUDING EXHAUSTION OF ANY APPEALS) BY A COURT OR 

ARBITRATOR TO HAVE ENGAGED IN WILLFUL OR WANTON MISCONDUCT 

OR FRAUD. ADDITIONALLY, THE FOREGOING LIMITATIONS ON LIABILITY 

OF THIS RULE SHALL BE SUBJECT TO THE CEA AND THE REGULATIONS 

PROMULGATED THEREUNDER, EACH AS IN EFFECT FROM TIME TO TIME.