To the uninitiated, notice provisions can attract little attention. For those experienced in the stresses and uncertainties associated with serving notices, including the potential economic consequences resulting from ineffective delivery, incorrect or out-of-date notice details, they are very much a focal point.
On July 15, ISDA¹ launched its ISDA Notices Hub² (the Notices Hub), an initiative that seeks to provide market participants with a "faster, safer and more efficient method for delivering and receiving critical notices under the ISDA and other Master Agreements".
At a glance:
- The Notices Hub was developed in response to market events, such as the COVID-19 pandemic, which have tested notice provisions. It offers an additional method for serving certain notices, initially under the ISDA Master Agreement only.
- Parties are not required to sign up for the Notices Hub to deliver notices but can instead use it solely to update address details.
- Solutions are available for both existing and new ISDA Master Agreements.
- Future functionality is expected to include support for other master agreements and notices, as well as access by third parties.
- Access to the Notices Hub is free for buy-side participants.
Why a Solution is Required
- History, including the 2008 global financial crisis and more recently the COVID-19 pandemic and Russia's invasion of Ukraine, has highlighted the difficulties in effectively delivering notices.
- For example, in 2008, when Lehman Brothers collapsed, hundreds of notices designating early termination dates under ISDA Master Agreements were delivered to a London address that Lehman Brothers had vacated in 2004 because the relevant notice details had not been updated. During the COVID-19 pandemic, lockdowns and disrupted courier services created uncertainty in determining if a notice had been effectively delivered. That uncertainty prompted counsel for ISDA, in April 2020, to publish a Memorandum on Notices under the ISDA Master Agreement³.
- The ISDA Master Agreement prescribes the methods that can be used for delivering termination-related notices, and they must be strictly complied with. These methods include physical delivery by hand, which is often relied on.
- Somewhat surprising in today's digital world, email is not a standard permitted method of delivery under the ISDA Master Agreement. Specific changes are needed to effect this⁴.
- The need for certainty is emphasised by the terms of the ISDA Master Agreement, which specify that in relation to an event of default or termination event, the resulting early termination date cannot be earlier than the date that the notice designating such date itself is effective.
- Moreover, in times of disruption, if there are delays in delivering default or termination-related notices, a party will not be able to optimally manage its risk as the transactions remain open and it continues to be exposed to losses due to adverse market movements.
The Notices Hub: Addressing the Issues
The Notices Hub, an online platform jointly developed by ISDA and S&P Global (S&P), is the industry solution intended to solve these issues and will provide a secure method to⁵:
- allow instantaneous delivery and receipt of critical termination-related notices and associated waivers;
- evidence the time of delivery through time and date stamped notices for use in legal proceedings, providing auditable evidence that notices have not changed since issuance; and
- provide a golden source of up-to-date physical address notice details for all counterparties using the service, validated via periodic verification requests.
The Notices Hub may be accessed by multiple people at each firm from anywhere in the world, regardless of the situation at its physical location. ISDA has also procured legal opinions from more than 20 jurisdictions regarding the effectiveness of these arrangements.
Importantly:
- As of the July 2025 launch, only certain "Covered Notices" (as discussed below) may be delivered using the Notices Hub. Over time, additional notices and agreements are expected to be added.
- Using the Notices Hub is intended to serve as an additional delivery method and it does not prevent parties from using any other method of delivery that is permitted under the ISDA Master Agreement.
Applying the Notices Hub to Agreements
- Existing Agreements: The ISDA 2025 Notices Hub Protocol⁶ (the Protocol), together with the matching of a relevant Module (see below), will enable the updating of certain existing agreements to incorporate the functionality of the Notices Hub. As an alternative, ISDA is in the process of finalising a related template bilateral amendment agreement.
- New Agreements: The FAQs (see below) set out potential language and a process by which the terms of the Protocol (and its Modules) can be incorporated by reference into a new ISDA Master Agreement. ISDA is also in the process of adding a new suite of amendment templates to "ISDA Create" to include the Notices Hub provisions.
ISDA 2025 Notices Hub Protocol
Framework Protocol
- The Protocol is a "framework protocol", which means that the Protocol itself does not make substantive amendments to relevant master agreements. Instead, it sets out the details of how parties can adhere to the Protocol and "match" with other adhering parties in respect of a relevant Notices Hub Module thereto (each a Module).
- It is the relevant Module that will contain the specific amendments and determine which agreements will be affected by the terms of that Module (Protocol Covered Documents).
The first Module is the Notices Hub Module #1. It is expected that additional Modules will be added in the future.
Protocol FAQ
ISDA has prepared a list of frequently asked questions (FAQs)⁷ relating to the Protocol, covering topics such as key features of the Notices Hub and how to adhere to the Protocol. The FAQs include specific questions relevant for investment and asset managers, including detailed provisions on how and when an agent can adhere on behalf of its principal(s) (more on this below).
How to Adhere to the Protocol
A party may adhere to the Protocol on its own behalf, or an agent may adhere to the Protocol on another party's behalf. Who should adhere will depend on who executed the Protocol Covered Documents and the authority of the agent. Agents will have the option to adhere in three discrete ways, and express provision is made for agents to adhere where the agent has not executed the relevant agreement. ISDA has prepared a "how to adhere" document⁸, which provides step-by-step instructions for an adhering party.
Once adhered, a party can "match" with another adhering party in respect of a specific Module. Dealers may use an "auto accept" function rather than manual acceptance if they so wish. The FAQs include detailed information on the matching process.
Notices Hub Module #1
The Notices Hub Module #1 is the operative part of the Protocol, and its terms will apply as between two matched counterparties. Protocol Covered Documents under this Module are limited to an ISDA Master Agreement between two matched parties.
The amendments made by the Notices Hub Module #1 to the terms of a given ISDA Master Agreement will depend on the specific "functionality election" selected for such purposes by the matched parties on the Notices Hub. There is a choice of "Address Only" or "Full Functionality". For Full Functionality to apply, both matched parties must have made this election. The two elections are summarised below.
"Address Only"
Where "Address Only" is elected, no changes are made to the way in which notices can be received or delivered. Instead, changes are limited to those relating to keeping the address and contact details of a party (Address Details) up-to-date.
- Once entered by users on the Notices Hub, such notice information will form the definitive "golden-source" of Address Details.
- The Address Details on the Notices Hub will apply to all notices and communications to be made or delivered under the relevant ISDA Master Agreement, across all matched counterparties who have at least also specified "Address Only", creating a single point of update.
- Any notice sent by a permitted method under the ISDA Master Agreement to the Address Details provided and displayed on the Notices Hub will satisfy the sending party's obligation to deliver such notice.
- It is possible to tailor Address Details for each counterparty, if desired.
- To ensure that the Address Details are up-to-date, users of the Notices Hub will be prompted to check their details regularly. Updates to Address Details are deemed to be delivered and effective on the date and time at which such information first becomes available to the other party on the Notices Hub. The Module does not specifically state when that date and time will be, but the FAQs indicate that S&P will provide evidence of this if required.
"Full Functionality"
Where this election is made, in addition to the changes described above pursuant to the "Address Only" functionality, each in-scope ISDA Master Agreement is also amended to permit certain notices to be served via the Notices Hub to the receiving party's Notices Hub account. Note that:
- Only notices and other communications under Section 5 or Section 6 of the ISDA Master Agreement and any related notice of set-off, reservation of rights or waiver (Covered Notices) may currently be sent this way. For example, a notice of failure to pay or deliver or a notice designating an Early Termination Date are both in scope. The Notices Hub may also be used for delivery of Event of Default and Termination Event waivers.
- There is no requirement for the Covered Notice to be acknowledged or to show evidence of actual receipt, alleviating the need for separate read receipts or other electronic evidence.
- Users can pre-populate an "escalation tree" on the Notices Hub so that specified persons or groups receive an email that a Covered Notice has been posted on the Notices Hub. This is for convenience only and will not affect the effectiveness of delivery. ISDA intends to add SMS text message alerts in due course.
- A Covered Notice is deemed to have been delivered on the date and at the time it first becomes available to the receiving party in its Notices Hub account. This will be the first point in time at which the Covered Notice could be accessed on the Notices Hub and the Module states that this will be deemed to be the time and date displayed in the column entitled "Delivered" on the Notices Hub. However, the time the Covered Notice is effective will depend on an analysis of the other terms of the ISDA Master Agreement principally whether the Covered Notice was delivered on a non-business day.
Neither the Covered Notice nor the updated Address Details need to be accessed or opened by the recipient for delivery to be deemed to have occurred.
What Happens if the Notices Hub is Unavailable?
If ISDA publishes a Material Service Restriction Notice⁹, the Notices Hub cannot be used to update Address Details. Address Details must instead be updated according to the other terms of Section 12(a) of the ISDA Master Agreement. A Material Service Restriction Notice will remain outstanding until it is marked as "withdrawn" on the ISDA website, following which Address Details should only be updated on the Notices Hub. The Address Details on the Notices Hub must be updated once it becomes possible to do so.
For Covered Notices, as further detailed in the FAQs, the Notices Hub would not permit any notice sent during the outage to be confirmed to the sender as "delivered" unless the Covered Notice actually becomes available to the recipient on the Notices Hub.
Since the Notices Hub is an additional permitted method of delivery, if such unavailability arises Covered Notices should be delivered using one of the other permitted means under the ISDA Master Agreement.
Free for the buy-side
The Notices Hub is free for buy-side firms, while dealers will be charged on a per group basis according to their ISDA membership category.
There is no fee payable to adhere to the Protocol.
When?
The Notices Hub went live on July 15, 2025. There is no cut-off date for adherence to the Protocol, but ISDA reserves its right to designate one by giving 30 days' notice on its website.
Downside risk?
Once a party has signed up to the Notices Hub, exiting is not an immediate process. Users must notify S&P of their intention to exit, initiating a 12-month "roll-off" procedure. Further details about the "roll-off" procedure are set out in the FAQs.
Notwithstanding this, there appears to be little downside to adhering to the Protocol and onboarding to the Notices Hub, with the upside of increasing legal certainty in respect of the delivery and receipt of notices.
Of course, users should take care to designate the correct Address Details and recipients of any Covered Notice given the "first becomes available" standard for delivery.
Footnotes
1. The International Swaps and Derivatives Association, Inc.
2. See the 16 July related press release here and the landing page with relevant materials here.
3. See here.
4. Parties are free to agree the language to achieve this. ISDA has previously published an amendment that market participants may use to add email as a means of delivery under the ISDA Master Agreement in respect of Section 5 and Section 6 notices, available here.
5. See the ISDA publication "What is the ISDA Notices Hub?" available here.
6. The Protocol and related documents are available here.
7. The ISDA Notices Hub FAQ are available here.
8. See here. ISDA has also prepared "pre-adherence preparation forms" to assist buy-side firms with the adherence process, as well as video explainers, available here
9. In accordance with the terms of the Protocol, the Material Service Restriction Notice is a notice on the ISDA website that the ISDA Notices Hub is unavailable for to users for the purposes of updating Address Details and that such service is unlikely to be re-established for a material period of time (i.e., a prolonged outage).
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
