Jefferies

Equity Derivative Transactions

Disclosures

ISDA General Disclosure Statement for Transactions

The ISDA General Disclosure Statement for Transactions describes generally: (1) the material characteristics of a wide variety of derivative transactions that we may conduct with you; (2) the material risks of such transactions; and (3) typical material incentives and conflicts of interest that we may have with respect to such transactions.  The ISDA General Disclosure Statement for Transactions is supplemented with product specific disclosures contained in annexes, including the ISDA Disclosure Annex for Equity Derivative Transactions.  For Equity Derivative Transactions, the ISDA General Disclosure Statement for Transactions should be read in conjunction with the ISDA Disclosure Annex for Equity Derivative Transactions.

ISDA Disclosure Annex for Equity Derivative Transactions

The ISDA Disclosure Annex for Equity Derivative Transactions supplements and should be read in conjunction with the ISDA General Disclosure Statement for Transactions. NOTHING IN THE ISDA DISCLOSURE ANNEX FOR EQUITY DERIVATIVE TRANSACTIONS AMENDS OR SUPERSEDES THE EXPRESS TERMS OF ANY TRANSACTION BETWEEN YOU AND US OR ANY RELATED GOVERNING DOCUMENTATION. Accordingly, descriptions in the ISDA Disclosure Annex for Equity Derivative Transactions of the operation of Equity Derivative Transactions  and the consequences of various events are in all cases subject to the actual terms of an Equity Derivative Transaction executed between you and us and its governing documentation.

Material Economic Terms

Below are the Material Economic Terms that Jefferies is required to provide to you pursuant to CFTC Rule 23.431 in relation to Equity Derivative Transactions entered into between us. These terms should be read prior to entering into an Equity Derivative Transactions with us.

Certain rights and obligations of the parties to derivative transactions, including Equity Derivative Transactions, are contained in Counterparty Relationship Documentation. Please click on the Transaction Risk Information Disclosures and Documents under Dodd-Frank Overview on the left to find certain forms of Counterparty Relationship Documentation that may be applicable to your relationship with Jefferies. 

The terms of any specific Equity Derivative Transaction generally will be contained in an Equity Derivative Master Confirmation Agreement between Jefferies and you which is executed pre-trade and is supplemented by a post-trade Transaction Supplement for each transaction. In the event that we enter into a transaction that is not subject to a Master Confirmation Agreement, then the terms of that transaction will be contained in a confirmation of that transaction between us, which would generally be entered into post-trade. Below are links to forms of Master Confirmation Agreements relating to a variety of Equity Derivative Transactions that Jefferies may enter into with counterparties from time to time.  Forms of Transaction Supplements are found in the annexes to the forms of Master Confirmation Agreements. Any Master Confirmation Agreement, Transaction Supplement or other documentation we directly provide to you in respect of an actual or potential Equity Derivative Transaction will supersede the information on this web page and, to the extent inconsistent therewith, such Master Confirmation Agreement, Transaction Supplement or other documentation will control.  In addition, the agreed upon terms of any Equity Derivative Transaction that we enter into with you will be set forth in the Master Confirmation Agreement, Transaction Supplement or other agreement that you and we enter into with respect to that Equity Derivative Transaction and may differ materially from the terms set forth in the forms available on or through this web page.  By making this web page available, we are not indicating that we are willing to enter into any Equity Derivative Transaction with any counterparty on any terms.

Certain terms relating to the operation of an Equity Derivative Transaction are contained in the provisions of the 2002 ISDA Equity Derivatives Definitions  (“Equity Definitions”)  and the 2006 ISDA Definitions (the “2006 Definitions”) which are generally incorporated by reference in the relevant Master Confirmation Agreement. Below are links to the Equity Definitions and the 2006 Definitions. Any supplements to these Equity Definitions, 2006 Definitions or other market documents are available for purchase from ISDA at: www.isda.org.

Please refer to your Counterparty Relationship Documentation, the Master Confirmation Agreement templates (which include the forms of Transaction Supplements as annexes), the Equity Definitions and the 2006 Definitions as well as the relevant disclosures applicable to Equity Derivative Transactions prior to engaging in Equity Derivative Transactions with us. 

2002 ISDA Equity Derivatives Definitions

The 2002 ISDA Equity Derivatives Definitions  as prepared by ISDA are used in connection with Equity Derivative Transactions. 

2006 ISDA Definitions

The 2006 ISDA Definitions  as prepared by ISDA are used in connection with Equity Derivative Transactions. 

Share Swap & Share Basket Swap Master Confirmation Agreement (Global; Bullet)

Share Swap & Share Basket Swap Master Confirmation Agreement (Global; Nonbullet)

Certain agreed upon terms specific to Equity Derivative Transactions are contained in a Master Confirmation Agreement, as supplemented by a Transaction Supplement between Jefferies and you. 

 

ISDA holds copyright on certain ISDA documents (“ISDA Content”) and such works may not be reproduced or distributed without ISDA’s written permission, except the ISDA Master Agreements, ISDA Credit Support Documents and standardized general and product specific risk disclosures published by ISDA, which may be reproduced and distributed solely for use in documenting specific commercial transactions.  In no event may any copyright or trademark notice be removed.  ISDA makes no warranty, express or implied, concerning the suitability of ISDA documentation for use in any particular transaction. You should only enter into transactions after receiving appropriate legal advice with respect to the provisions of ISDA documentation as ISDA bears no responsibility or liability whatsoever, whether in tort or contract, in respect of any such use.  ISDA, its officers, directors, employees, subcontractors, agents, successors or assigns (collectively “Covered Parties”) shall not be liable  to you for any loss, injury, claim, liability or damage of any kind whatsoever resulting from, arising out of or in any way related to: (a) any errors in or omissions from the ISDA Content; (b) your use of the ISDA Content; (c) your use of any equipment or software in connection with the ISDA Content; or (d) any delay or failure in performance. The aggregate liability of the Covered Parties  to you in connection with any other claim arising out of or relating to the ISDA Content shall not exceed $500.00, which right shall be in lieu of all other remedies that you may have against ISDA. In no event shall the Covered Parties be liable for any special, indirect, incidental or consequential damages of any kind whatsoever (including, without limitation, attorneys’ fees), lost profits or lost savings in any way due to, resulting from or arising in connection with the ISDA Content contained therein, regardless of any negligence of the Covered Parties.

Links to websites provided herein are for your reference and convenience.  By clicking on the links to those certain websites you leave the Jefferies website and acknowledge that Jefferies has no control over the content of those websites or the continued availability of materials you may find there.