The International Swaps and Derivatives Association (ISDA) recently announced the launch of the ISDA Notices Hub and the ISDA 2025 Notices Hub Protocol.
ISDA and S&P Global Market Intelligence (S&P Global) jointly developed the Notices Hub to enable adhering parties to update their physical address information and, in addition to physical delivery, to enable firms to deliver certain time-critical notices and waivers instantly and efficiently via a secure, centralized online platform provided by S&P Global.
The Notices Hub
The Notices Hub is intended, among other things, to provide (1) functionality in the event of wars, pandemics, lockdowns, and severe weather events, (2) time and date stamps on documentation for evidentiary use in legal proceedings, (3) a central repository for source of physical notice details validated via periodic verification request, and (4) the ability to amend the details of all ISDA Master Agreements with a single entry on the Notices Hub, ensuring that current contact information is always available.
The Notices Hub also allows firms to designate multiple individuals to receive notices by e-mail or SMS text message. Subject to existing provisions in the parties’ ISDA Master Agreement, notices will be deemed effective when “made available” to the other party via the Notices Hub, as evidenced by a time stamp displayed on the Notices Hub. Parties may use Adobe Acrobat Sign and Docusign to sign notices electronically, to the extent that the party believes a signature is necessary or desirable.
ISDA is rolling out the Notices Hub in phases, with the first phase being implemented through Notices Hub Module #1, which is attached to the Protocol. The amendments in Notices Hub Module #1 are limited to (1) notices of events of default, termination events and early termination, and valuation, and (2) related notices of setoff, waiver, and reservations of rights (Early Termination Notices).
According to Notices Hub Module #1, if an adhering party and counterparty have both elected “Full Functionality,” (1) changes in notice address are required to be made through the Notices Hub as long as both parties are on the platform and (2) Early Termination Notices may be given via the Notices Hub.
If at least one of the two parties instead has elected “Address Only” in respect of Notices Hub Module #1, then the parties only may make changes to their notice addresses using the Notices Hub and may not deliver Early Termination Notices through the Notices Hub. Even if the parties have agreed to “Full Functionality,” adherence to the Protocol does not constrain parties to use the Notices Hub for delivery of Early Termination Notices, which otherwise may be delivered in accordance with means agreed in the ISDA Master Agreement, including physical delivery or mail.
ISDA set up the Protocol such that participation only requires a single adherence. While there is currently no Protocol adherence cut-off date, ISDA reserves the right to designate one by giving 30 days’ notice on its website. An adhering party will be deemed to have amended its ISDA Master Agreement with a party for purposes of a module by “matching” with that party in respect of that particular module. Parties can only match in respect of Notices Hub Module #1 as long as it is the only module available.
Looking ahead: The Protocol
ISDA expects to add additional modules. For example, ISDA might add one or more future modules that will permit parties to exchange Part 3 deliverables (such as evidence of authority and incumbency, financial statements, and net asset value reports), or to deliver other types of notices and agreements using the Notices Hub. If ISDA adopts future modules, adhering parties to the Protocol will have to match separately with a particular adhering counterparty in respect of that specific module in order to incorporate the terms of that module into the parties’ ISDA Master Agreement.
There is no cost to adhere to the Protocol. The Notices Hub is available to buy-side firms at no cost. Dealers are given a discount to the subscription price during the first two years of operation. Dealers that do not renew their subscriptions will not be able to send notices following expiration of a 12-month roll-off period.
The Protocol contains a mechanism that permits investment managers to adhere on behalf of one or more principals, funds, or clients, and further allows the investment manager to include all clients in a single adherence, exclude certain clients from adherence, or specify particular clients for adherence.
The Protocol also considers any such adherence to apply to such principal only with respect to the investment manager, such that (1) adherence does not bind the principal beyond its ISDA Master Agreement(s) with the investment manager that adhered on behalf of the principal or (2) that the investment manager otherwise has the exclusive authority to amend on behalf of the principal.
A principal that also has its own direct trading relationship with one or more counterparties then could determine whether or not to adhere in its own name, and match with those counterparties in respect of ISDA Master Agreements between the principal acting on its own behalf and those counterparties.
Key takeaways for parties to ISDA Master Agreements
As the Notices Hub is an online system, it is potentially subject to data breaches and the release of confidential information. Furthermore, system failures could impair timely notice delivery.
Notices will be deemed effective at the earliest time a recipient could have accessed the Notices Hub, meaning that parties would be deemed to receive such notices even if they did not actually access the Notices Hub.
Therefore, the Notices Hub may be sub-optimal for parties that lack institutional familiarity with the S&P Global and Counterparty Manager online platforms or do not wish to monitor periodically whether their dealer counterparties are maintaining their subscriptions. S&P Global will indicate online in advance when a party will cease to be accessible on the Notice Hub.
In 2023, ISDA published a form – Amendments to the Notices, Illegality, and Force Majeure Event Provisions of the ISDA Master Agreement – which, if executed by the parties, expressly permits the use of e-mail as an effective means of delivering Early Termination Notices and specifies a “Notice Delivery Cut-off” time to be agreed by the parties.
This amendment could serve as an alternative to the Notices Hub for parties that wish to amend their ISDA Master Agreements bilaterally, do not wish to navigate the protocol process, or otherwise have not onboarded with S&P Global.
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