Common use of Proffers Clause in Contracts

Proffers. Beginning within ten (10) business days of the Execution Date, Barclays’ Counsel will meet with OTC Plaintiffs’ Counsel at a mutually agreeable time and place to provide, over as many days as required to complete the proffers, the following categories of information: a. A general description of the U.S. Dollar LIBOR-setting process, including but not limited to the individuals and entities involved, the factors considered in determining Barclays’ daily submission, the BBA’s rules governing the U.S. Dollar LIBOR- setting process, and the nature of the LIBOR-setting process; b. A general description of the over-the-counter market for LIBOR- Based Instruments, including but not limited to information, if any is reasonably accessible, regarding the types of instruments, the notional value of such instruments, Barclays’ market share for such instruments, the market share of other LIBOR panel banks, and competition among banks regarding that market; c. A full account of facts known to Barclays that are relevant to the Released Claims, including but not limited to the alleged conduct, if any such facts exist, relating to the manipulation and suppression of U.S. Dollar LIBOR by Barclays and other panel banks, and the individuals and entities involved in the conduct, the specific locations and dates of key meetings or communications relating to the conduct, including actual words exchanged in such communications or meetings and the identifies of the speakers and other participants, and the products and instruments affected by such conduct, and the conduct’s effect on Barclays’ profitability; d. A description, based on reasonably accessible information, of the benefits that Barclays received, intended to receive, or may have received, from manipulating LIBOR; e. A description of Barclays’ knowledge, if any, of the alleged inter- bank conspiracy to manipulate U.S. Dollar LIBOR, including Barclays’ knowledge, if any, of other banks, bank employees, and brokers who may have participated or assisted in efforts to manipulate or conspire to manipulate U.S. Dollar LIBOR, and communications relating thereto; f. A description of Barclays’ role or participation, if any, in conduct for which RBS and Deutsche Bank were charged with price-fixing in violation of the ▇▇▇▇▇▇▇ Act; g. A description of Barclays’ internal compliance policies with respect to U.S. Dollar LIBOR, including policies in effect at the time of the alleged conduct and policies enacted prior to June 27, 2013; h. To the extent not prohibited by any law, regulation, policy, or other rule of any governmental body protecting disclosure of such information, and absent objection of regulators, the identities and last known contact information of all current and former officers, directors, and employees of Barclays who have been interviewed by any United States or European country governmental body, including but not limited to the U.S. Department of Justice (“DOJ”), U.S. Commodities Futures Trading Commission (“CFTC”), U.S. Securities and Exchange Commission (“SEC”), New York Department of Financial Services (“NYDFS”), United Kingdom Financial Conduct Authority (“FCA”), United Kingdom Serious Fraud Office (“SFO”), European Commission (“EC”), the Japanese Financial Supervisory Agency (“JFSA”), Swiss Financial Market Supervisory Authority (“Swiss FINMA”), the German Federal Financial Supervisory Authority (“BaFin”), the Monetary Authority of Singapore (“MAS”), and the Canadian Competition Bureau (“CCB”) investigating alleged manipulative or anticompetitive conduct in, or affecting, the U.S. Dollar LIBOR-setting process; i. Absent objection of the regulators, the identification of all individuals who were identified by code names in the papers released by the governmental bodies pertaining to conduct with respect to U.S. Dollar LIBOR; j. The identities and last known contact information of all current and former officers, directors, and employees of Barclays who have been disciplined or dismissed by Barclays in connection with U.S. Dollar LIBOR-related conduct; k. The identities and relationship to U.S. Dollar LIBOR of employees of Barclays who were interviewed by Barclays, the nature and location of relevant documents collected or reviewed by Barclays in connection with any investigation, the searches performed by Barclays, and the manner in which Barclays maintains and stores documents and other information relevant to the asserted claims; and l. Information learned in interviews or testimony that is relevant to the claims asserted in the OTC Action, to the extent such information is reasonably accessible to Barclays, no matter whether such interviews were conducted by or provided to Barclays, a government body, or someone else, including actual words used during such interviews or testimony.