U.S. Dodd Frank Act – Pre-Trade Disclosures – Home Page
ISDA General Disclosure Statement
Security-based Swaps
NGFP 18a-4 Notice
NIp 18a-4 Notice
15F(h) Clearing Rights Disclosure
Material Risks and Characteristics
In accordance with Rule 23.431(a)(1)-(2) of the Commodity Futures Trading Commission (“CFTC”) and Rule 240.15Fh-3 of the U.S. Securities Exchange Act of 1934, as amended, please find below links to materials containing relevant pre-trade swap and security-based swap disclosures organized by asset class. The following disclosures are being provided to you by each of Nomura International PLC (NIp) and Nomura Global Financial Products Inc. (NGFP) (collectively “Nomura”), as applicable, each of which provisionally registered as a “swap dealer” as of December 31, 2012 and where NGFP and NIp intend to each register as security-based swap dealers as by November 1, 2021, prior to entering with you into a “swap”, as defined in CFTC Rule 1.3 or a security-based swap as defined in 15 U.S.C. 78c(a)(68). You can access the disclosures relating to an asset class by clicking on the link to that asset class as provided below. If the relevant transaction includes features of more than one asset class, then you should access the disclosures relating to each such asset class.
Asset Classes
Please refer to the link immediately below for information pertaining to the manner in which the terms of any swap that we may enter into with you will be determined.
Disclosure Statement Regarding Transaction Terms
You can also access the ISDA Library from this page by clicking on the “Online Library of Interactive ISDA Documentation” link provided below.
Online Library of Interactive ISDA Documentation
Additional information in respect of the various asset classes listed above, including standard product terms, confirmation templates and market conventions for various asset classes may be found at external sources, including the following:
ISDA Asset Classes
ISDA Swaps Disclosures
ISDA Definitional Booklets and Confirmation by Product Type
Markit Credit Index Annex Confirmation Templates
EMTA FX and Currency Derivatives Current Templates
Markit Structured Finance Indices
While Nomura has examined relevant external websites with due care before any link has been included on this website, Nomura assumes no responsibility or liability for the content of any such external website.
In addition to the materials contained in or for which a link is provided in this website, you should refer to the applicable transaction-level and relationship-level documentation including, without limitation, any term sheet, confirmation (including any confirmation relating to a previously-executed swap or security-based swap), master agreement, master confirmation agreement, or schedule of economic terms. Prior to entry into any swap or security-based swap between us, we will communicate to you what we believe to be the material economic terms of that swap or security-based swap to the extent such terms have not been previously provided to you through this website or otherwise. Please note, however, that material economic terms of any bilateral swap or security-based swap between us may be subject to change following the submission of that swap or security-based swap to a derivatives clearing organization, if applicable.
You should also read carefully any additional disclosures contained in any documentation provided to you from time to time by your Nomura contact in relation to any swap or security-based swap that you are entering or contemplating entering into. Nothing provided on this website shall amend or supersede the express terms of any written or oral agreement between you and Nomura, or the terms of any related governing documentation.
By entering into a swap or security-based swap, you will be deemed to acknowledge that you have received from Nomura prior to entry into such swap or security-based swap, and in a manner acceptable to you, disclosures, notifications and other information sufficient for you to evaluate: (i) the material risks of the swap or security-based swap, including market, credit, liquidity, foreign currency, legal, operational and other applicable risks, (ii) the material characteristics of the swap or security-based swap, including the material economic terms, operational terms, and the rights and obligations of the parties during the term of the swap, and (iii) the material incentives and conflicts of interest that may apply with respect to the swap or security-based swap. We may from time to time provide you with additional notifications and disclosures relating to a particular swap or security-based swap or trading strategy, including disclosures regarding the material risks and characteristics of such swap or security-based swap or trading strategy, in addition to the notifications and disclosures provided on this website.
Please contact your Nomura sales representative or relationship contact (i) if you have any questions regarding any swap or security-based swap that have not been otherwise addressed by the materials that have been provided to you prior to entry into the swap or security-based swap or (ii) if you have any questions about the information contained on this website. By transacting with Nomura, you are deemed to acknowledge that you have read and accepted the information provided on this website. The information on this website will be updated regularly and you should revisit periodically to ensure that you have the most current information.
Pre-Trade Mid-Market Marks; Daily Mid-Market Marks
Please click on the relevant link immediately below for each of the pre-trade mid-market marks and daily mid-market marks disclaimer language with respect to any swap or security-based swap that we have entered or may enter into with you from time to time.
Pre-Trade Mid-Market Marks Disclaimer
Pre-Trade Mid-Market Marks Equity Swaps Disclaimer
NIP CFTC & SEC Daily Marks Disclosure
NGFP CFTC & SEC Daily Marks Disclosure
Scenario Analysis
Please click on the link immediately below for disclaimer language with respect to any scenario analysis that may be provided to you in connection with a swap or a security-based swap that we have entered or may enter into with you from time to time.
Capacity Disclosure
When facing a Special Entity in a swap or security-based swap transaction, NGFP and NIp will only be acting in the capacity of counterparty.
Annual AANA Disclosure
NGFP and NIP, as provisionally registered Swap Dealers with the U.S. Commodity Futures Trading Commission (the “CFTC”), are required to collect and post (or “exchange”) initial margin (“Initial Margin”) with counterparties who are financial end users (“FEUs”) and whose average aggregate notional amount (“AANA”) of swaps exceeds USD 8 billion (or such lower amount that the CFTC may designate from time to time). The annual calculation period for FEUs to calculate their AANA is March through May of each year, with a compliance date to exchange IM to be held in custody as of September 1 of that year. Nomura relies upon its counterparties to notify their Nomura representative as soon as possible when it believes they will, or have, exceeded the relevant AANA so that Nomura, the counterparty and the custodian(s) may conclude the documentation necessary for Nomura and the counterparty to exchange IM on a timely basis and in accordance with CFTC rules. Please notify us as soon as practicable if you find yourself in this situation.
ISDA Disclaimer
This site provides to you access to International Swaps and Derivatives Inc.’s (“ISDA”) documentation (“ISDA Content”) that is comprised of various publications (each, an “ISDA Document”).
No ISDA Document may 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.
ISDA holds copyright on certain ISDA Documents 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.
Use of ISDA Content should be undertaken only after securing appropriate legal advice on its provisions. ISDA makes no warranty, express or implied, concerning any of the ISDA Content suitability for use in any particular transaction and bears no responsibility whatsoever, whether in tort or in contract, in respect of any use of the ISDA Content.
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, attorney’s fees), lost profits or lost savings in any way due to, resulting from or arising in connection with the ISDA Content contained herein, regardless of any negligence of the Covered Parties.
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