Common use of Compliance with the Act and Regulations Clause in Contracts

Compliance with the Act and Regulations. ICE NGX reviewed the Amendments and determined that they comply with the requirements of the Act and the rules and regulations promulgated by the Commission in implementing the Act. In this regard, ICE NGX reviewed the derivatives clearing organizations core principles (“Core Principles”) and determined that the amendments are potentially relevant to the following Core Principles and the applicable regulations of the Commission thereunder. Compliance (Core Principle A): The Amendments are consistent with Core Principle A - Compliance and Commission Regulation 39.10, as the Amendments clarify and enhance ICE NGX’s policies and procedures for complying with Commission regulations. Risk Management (Core Principle D): The Amendments facilitate ICE NGX’s compliance with Core Principle D - Risk management and Commission Regulation 39.13(g)(5), as the Amendments enhance ICE NGX’s authority and ability to enforce the CPA requirement that a Contracting Party have a current, written risk management policy, in accordance with the requirements under § 39.13(g)(5). Rule Enforcement (Core Principle H): The Amendments facilitate ICE NGX’s compliance with Core Principle H - Rule enforcement and Commission Regulations • § 39.17(a)(2), as the Amendments enhance ICE NGX’s authority to discipline a Contracting Party due to a violation by the Contracting Party of certain prescribed requirements under the ICE NGX rulebook; and • § 39.17(b), as the Amendments specify that summary sanctions are to be imposed by the ICE NGX Chief Compliance Officer, in accordance with § 39.17(b). Public Information (Core Principle L): The Amendments facilitate ICE NGX’s compliance with Core Principle L and Commission Regulation 39.21(c)(9), as the Amendments provide for public disclosure of the summary sanctions framework, through the CPA; the prescribed amount of the summary sanction applicable to a violation, through the Summary Sanctions Schedule; and the appeals process, through the Summary Sanctions Hearing Procedures; all of which will be publicly disclosed on the ICE NGX website Legal Risk Considerations (Core Principle R): The Amendments facilitate ICE NGX’s compliance with Core Principle R - Legal risk considerations and Commission Regulation 39.27(b)(6), as the Amendments provide for a complete framework in respect of summary sanctions, including the authority to impose summary sanctions and the list of prescribed violations, through the CPA; the prescribed amount of the summary sanction applicable to a violation, through the Summary Sanctions Schedule; and an appeal process that provides for final disposition of an appeal, through the Summary Sanctions Hearing Procedures.

Compliance with the Act and Regulations. ICE NGX reviewed the Amendments and determined that they comply with the requirements of the Act and the rules and regulations promulgated by the Commission in implementing the Act. In this regard, ICE NGX reviewed the derivatives clearing organizations core principles (“Core Principles”) and determined that the amendments are potentially relevant to the following Core Principles and the applicable regulations of the Commission thereunder. Compliance (Core Principle A): The Amendments are consistent with Core Principle A - Compliance and Commission Regulation 39.10, as the Amendments clarify and enhance ICE NGX’s policies and procedures for complying with Commission regulationsregulations and internal policies. Risk Management (Core Principle D): The Amendments facilitate ICE NGX’s compliance with Core Principle D - Risk management and Commission Regulation 39.13(g)(539.13(g), as the Amendments enhance simplify ICE NGX’s authority and ability processes relating to enforce the CPA requirement that a Contracting Party have a current, written risk management policy, in accordance with the requirements under § 39.13(g)(5)wire payment fees for cash collateral transfers. Rule Enforcement Settlement Procedures (Core Principle HE): The Amendments facilitate ICE NGX’s compliance with Core Principle H E - Rule enforcement Settlement procedures and Commission Regulations • § 39.17(a)(2Regulation 39.14, as the Amendments simplify ICE NGX’s settlement processes relating to wire payment fees. Treatment of Funds (Core Principle F): The Amendments facilitate ICE NGX’s compliance with Core Principle F - Treatment of funds and Commission Regulation 39.15(e), as the Amendments enhance ICE NGX’s authority to discipline a Contracting Party due to a violation simplify the calculation and payment of interest by the Contracting Party of certain prescribed requirements under the ICE NGX rulebook; and • § 39.17(b), as the Amendments specify that summary sanctions are to be imposed by the ICE NGX Chief Compliance Officer, in accordance with § 39.17(b)Contracting Parties on cash collateral. Public Information (Core Principle L): The Amendments facilitate ICE NGX’s compliance with Core Principle L and Commission Regulation 39.21(c)(9Regulations 39.21(b) and (c)(6), as the Amendments consolidate requirements for a Contracting Party to provide for public disclosure of the summary sanctions framework, through the CPA; the prescribed amount of the summary sanction applicable certain information and notices to a violation, through the Summary Sanctions Schedule; and the appeals process, through the Summary Sanctions Hearing Procedures; all of which will be publicly disclosed on the ICE NGX website NGX. Legal Risk Considerations (Core Principle R): The Amendments facilitate ICE NGX’s compliance with Core Principle R - Legal risk considerations and Commission Regulation Regulations • § 39.27(b), as the Amendments specify that ICE NGX may assign its rights, benefits and interests under the CPA to any provider of default insurance to ICE NGX; • § 39.27(b), as the Amendments update and clarify the general provisions notices in the CPA and the provisions relating to notices by ICE NGX of changes to the CPA; • § 39.27(b)(2), as the Amendments clarify ICE NGX’s netting arrangements as between Contracting Party Affiliates (as that term is defined in the CPA); • § 39.27(b)(3), as the Amendments clarify certain provisions relating to collateral; • § 39.27(b)(6), as the Amendments provide for a complete framework in respect simplify the calculation and payment of summary sanctionsinterest by ICE NGX to Contracting Parties on cash collateral; • § 39.27(b)(6), including as the authority to impose summary sanctions and Amendments clarify the list definition of prescribed violations, through the CPA; the prescribed amount of the summary sanction applicable to a violation, through the Summary Sanctions ScheduleBusiness Day; and an appeal process that provides for final disposition • § 39.27(b)(6), as the Amendments improve the finality of an appeal, through the Summary Sanctions Hearing Proceduresresolution of a disputed invoice item.