ISDA Documentation Backlog Support

Harry Jho LLC provides negotiation and documentation capacity to clear backlogs of ISDA and related trading documents for dealers and hedge funds. Our model is to support, not replace, in-house negotiators: we are most effective when used as a variable resource to supplement the fixed resources of our in-house clients.

The Firm is a law firm specializing in prime brokerage, ISDA-documented OTC derivatives, and securities finance. We provide end-to-end documentation and negotiation support for the full suite of trading and financing documents, from high-volume flow products to highly bespoke Tier 1 client arrangements.

At a glance

• Who it is for: legal, documentation, and onboarding teams at banks and broker-dealers (Sell-Side Coverage), and legal and treasury teams at hedge funds (Buy-Side Coverage).
• What we clear: ISDA Master Agreement Schedules, Credit Support Annexes, Master Confirmation Agreements and transaction confirmations, prime brokerage agreements, repo and securities lending agreements, and related trading documents.
• Who does the work: Analysts working under the close supervision of experienced senior attorneys. Our Partners have worked in-house at the major dealers.
• How we integrate: with Legal / Documentation, Sales, Credit, New Business, or Front Office, to provide an in-house level of service during any market condition.
• The Firm: The Firm was founded in 2007. The Firm has over 60 professionals, over 50 of them Analysts, across both teams (Dealers and Funds) and three offices (New York, Winter Springs/Orlando area, and Miami). All of the Firm’s attorneys are admitted to practice in New York State.

What a documentation backlog is

A documentation backlog is a queue of trading documents waiting to be drafted, negotiated, or signed. Until the documents are in place, a counterparty cannot be onboarded, a product cannot be traded, or a regulatory deadline cannot be met. Backlogs tend to build up around large onboarding programs, new product and fund launches, regulatory repapering initiatives (such as Reg VM, Reg IM, and LIBOR), and market events. The Firm has advised clients through new product and fund launches, regulatory repapering initiatives, and market events including GameStop, Archegos, and the Russian exchange closures and sanctions.

Documents we cover

• ISDA documentation: ISDA Master Agreement Schedules, from complex ISDAs structured to work with term margin facilities to flow corporate ISDAs linked to syndicated loans, together with Credit Support Annexes (see UMR Margin Documentation).
• Equity derivatives confirmations: Master Confirmation Agreements and transaction confirmations for equity swaps, total return swaps, and options, as well as emerging market long form confirmations, exotics, and bond confirmations.
• Prime brokerage: the full suite of prime brokerage agreements, including basic account agreements, committed facilities (including margin lock-up and notice periods), and margin and pricing schedules.
• Futures: futures account agreements, including the Cleared Derivatives Addendum, listed options, and the Cleared Derivatives Execution Agreement.
• Repo: MRA, GMRA, equity repo, and triparty agreements, and FICC sponsored repo.
• Stock loan: MSLA and GMSLA.
• Securities forwards: MSFTA.
• Other: NAV waivers, crypto prime brokerage and crypto futures contracts, and commercial contracts such as data and research feeds, software licenses, NDAs, and electronic access and trading agreements.

Service levels

As our clients’ needs evolve, we expect to switch back and forth between different service levels. Examples include:

• preparing initial distributions for in-house negotiators, who then take over after the first mark-up;
• negotiating only the most complex deals facing Tier 1 clients;
• negotiating only the flow onboardings, while the in-house team focuses on the Tier 1s;
• providing documentation support while Legal leads all calls, or leading calls and managing negotiations on behalf of Legal;
• covering a select group of negotiations, then transitioning them to an in-house negotiator after a training period;
• providing ‘full-time negotiator equivalent’ services, where our team is allocated to deals as if we were the equivalent of a certain number of negotiators; and
• providing operational assistance to manage post-negotiation processes and in-house trackers.

How the Firm staffs backlog work

The Firm is designed to support in-house counsel and to mirror the in-house legal department of a trading firm. Our attorneys advise and leverage in-house legal; our Analysts function like documentation units at major dealers.

• Supervision. Unlike documentation temp agencies, our Analysts work under the close supervision of senior staff, which ensures consistency and quality in their work product.
• Focus. Unlike junior associates at traditional law firms, our Analysts focus exclusively on trading issues from their first day on the job.
• Training. In addition to working alongside our Partners, our Analysts undergo a rigorous training program, which has been developed in-house over the last decade.
• On-site work. After completing the training program, Analysts are frequently seconded to work on-site with both buy- and sell-side clients.
• Scale. Our Analyst team is the largest of its kind in the industry.

Why Harry Jho LLC

• Industry forms. Most of the flow ISDA-documented OTC equity derivatives contracts in use today are based, in whole or in part, on forms produced by the Firm. As ISDA’s counsel, the Firm drafted the documentation and led the working groups that produced the Master Confirmation Agreements used for the flow trading of equity swaps and options in the US and Europe.
• Dealer track record. The Firm is on the Approved List of 12 international banks, has advised every single new entrant in the equity prime brokerage industry in the last 10 years in the launch of their business, and has advised two of the top five prime brokers for over 10 years consecutively.
• Fund track record. The Firm has advised some of the largest hedge funds in the world, and has operated in an adjunct capacity to the in-house legal departments of several major hedge funds.
• Separate practices. The Dealers Team and the Funds Team are separate and independent, with information barriers between them, including restricted file access, separate email domains, and separate data storage security groups.
• Security. The Firm’s information security program has been certified to the ISO/IEC 27001:2022 standard.

Frequently asked questions

Related: UMR Margin Documentation · Harry Jho · Reference.

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