7 U.S.C. § 1a: Definitions

is registered as a broker or dealer pursuant to section 15(b) of the Securities Exchange Act of 1934 [ 15 U.S.C. 78 o (b)] (except paragraph (11) thereof); performs the functions commonly performed by an exchange (as defined in section 3(a)(1) of the Securities Exchange Act of 1934 [ 15 U.S.C. 78c(a)(1) ]); set rules governing the conduct of subscribers other than the conduct of such subscribers’ trading on the alternative trading system; or discipline subscribers other than by exclusion from trading; and is exempt from the definition of the term “exchange” under such section 3(a)(1) [ 15 U.S.C. 78c(a)(1) ] by rule or regulation of the Securities and Exchange Commission on terms that require compliance with regulations of its trading functions. has the meaning given the term in section 1813 of title 12 ; means the Board in the case of a noninsured State bank; and is the Farm Credit Administration for farm credit system institutions. The term “associated person of a security-based swap dealer or major security-based swap participant” has the meaning given the term in section 3(a) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78c(a) ). the solicitation or acceptance of swaps; or the supervision of any person or persons so engaged. Other than for purposes of section 6s(b)(6) of this title , the term “associated person of a swap dealer or major swap participant” does not include any person associated with a swap dealer or major swap participant the functions of which are solely clerical or ministerial. The term “Board” means the Board of Governors of the Federal Reserve System. The term “board of trade” means any organized exchange or other trading facility. The term “cleared swap” means any swap that is, directly or indirectly, submitted to and cleared by a derivatives clearing organization registered with the Commission. The term “Commission” means the Commodity Futures Trading Commission established under section 2(a)(2) of this title . The term “commodity” means wheat, cotton, rice, corn, oats, barley, rye, flaxseed, grain sorghums, mill feeds, butter, eggs, Solanum tuberosum (Irish potatoes), wool, wool tops, fats and oils (including lard, tallow, cottonseed oil, peanut oil, soybean oil, and all other fats and oils), cottonseed meal, cottonseed, peanuts, soybeans, soybean meal, livestock, livestock products, and frozen concentrated orange juice, and all other goods and articles, except onions (as provided by section 13–1 of this title ) and motion picture box office receipts (or any index, measure, value, or data related to such receipts), and all services, rights, and interests (except motion picture box office receipts, or any index, measure, value or data related to such receipts) in which contracts for future delivery are presently or in the future dealt in. commodity for future delivery, security futures product, or swap; agreement, contract, or transaction described in section 2(c)(2)(C)(i) of this title or section 2(c)(2)(D)(i) of this title ; commodity option authorized under section 6c of this title ; or leverage transaction authorized under section 23 of this title . The Commission, by rule or regulation, may include within, or exclude from, the term “commodity pool” any investment trust, syndicate, or similar form of enterprise if the Commission determines that the rule or regulation will effectuate the purposes of this chapter. commodity for future delivery, security futures product, or swap; agreement, contract, or transaction described in section 2(c)(2)(C)(i) of this title or section 2(c)(2)(D)(i) of this title ; commodity option authorized under section 6c of this title ; or leverage transaction authorized under section 23 of this title ; or who is registered with the Commission as a commodity pool operator. The Commission, by rule or regulation, may include within, or exclude from, the term “commodity pool operator” any person engaged in a business that is of the nature of a commodity pool, investment trust, syndicate, or similar form of enterprise if the Commission determines that the rule or regulation will effectuate the purposes of this chapter. any contract of sale of a commodity for future delivery, security futures product, or swap; any agreement, contract, or transaction described in section 2(c)(2)(C)(i) of this title or section 2(c)(2)(D)(i) of this title 1 1 So in original. Probably should be followed by a semicolon. any commodity option authorized under section 6c of this title ; or any leverage transaction authorized under section 23 of this title ; for compensation or profit, and as part of a regular business, issues or promulgates analyses or reports concerning any of the activities referred to in clause (i); is registered with the Commission as a commodity trading advisor; or the Commission, by rule or regulation, may include if the Commission determines that the rule or regulation will effectuate the purposes of this chapter. any bank or trust company or any person acting as an employee thereof; any news reporter, news columnist, or news editor of the print or electronic media, or any lawyer, accountant, or teacher; any floor broker or futures commission merchant; the publisher or producer of any print or electronic data of general and regular dissemination, including its employees; the fiduciary of any defined benefit plan that is subject to the Employee Retirement Income Security Act of 1974 ( 29 U.S.C. 1001 et seq.); any contract market or derivatives transaction execution facility; and such other persons not within the intent of this paragraph as the Commission may specify by rule, regulation, or order. Subparagraph (B) shall apply only if the furnishing of such services by persons referred to in subparagraph (B) is solely incidental to the conduct of their business or profession. The Commission, by rule or regulation, may include within the term “commodity trading advisor”, any person advising as to the value of commodities or issuing reports or analyses concerning commodities if the Commission determines that the rule or regulation will effectuate the purposes of this paragraph. The term “contract of sale” includes sales, agreements of sale, and agreements to sell. The term “cooperative association of producers” means any cooperative association, corporate, or otherwise, not less than 75 percent in good faith owned or controlled, directly or indirectly, by producers of agricultural products and otherwise complying with sections 291 and 292 of this title, including any organization acting for a group of such associations and owned or controlled by such associations, except that business done for or with the United States, or any agency thereof, shall not be considered either member or nonmember business in determining the compliance of any such association with this chapter. enables each party to the agreement, contract, or transaction to substitute, through novation or otherwise, the credit of the derivatives clearing organization for the credit of the parties; arranges or provides, on a multilateral basis, for the settlement or netting of obligations resulting from such agreements, contracts, or transactions executed by participants in the derivatives clearing organization; or otherwise provides clearing services or arrangements that mutualize or transfer among participants in the derivatives clearing organization the credit risk arising from such agreements, contracts, or transactions executed by the participants. settlement, netting, or novation of obligations resulting from agreements, contracts, or transactions, on a bilateral basis and without a central counterparty; settlement or netting of cash payments through an interbank payment system; or settlement, netting, or novation of obligations resulting from a sale of a commodity in a transaction in the spot market for the commodity. operates by means of an electronic or telecommunications network; and maintains an automated audit trail of bids, offers, and the matching of orders or the execution of transactions on the facility. has a demonstrable ability, directly or through separate contractual arrangements, to make or take delivery of the underlying commodity; incurs risks, in addition to price risk, related to the commodity; or is a dealer that regularly provides risk management or hedging services to, or engages in market-making activities with, the foregoing entities involving transactions to purchase or sell the commodity or derivative agreements, contracts, or transactions in the commodity; regularly enters into transactions to purchase or sell the commodity or derivative agreements, contracts, or transactions in the commodity; and qualified eligible persons, as defined in Commission rule 4.7(a) (17 CFR 4.7(a)); accredited investors, as defined in Regulation D of the Securities and Exchange Commission under the Securities Act of 1933 [ 15 U.S.C. 77a et seq.] (17 CFR 230.501(a)), with total assets of $2,000,000; or qualified purchasers, as defined in section 2(a)(51)(A) of the Investment Company Act of 1940 [ 15 U.S.C. 80a–2(a)(51)(A) ]; in the case of other persons, has, or is one of a group of persons under common control or management having in the aggregate, $100,000,000 in total assets; or such other persons as the Commission shall determine appropriate and shall designate by rule, regulation, or order. a financial institution; an insurance company that is regulated by a State, or that is regulated by a foreign government and is subject to comparable regulation as determined by the Commission, including a regulated subsidiary or affiliate of such an insurance company; an investment company subject to regulation under the Investment Company Act of 1940 ( 15 U.S.C. 80a–1 et seq.) or a foreign person performing a similar role or function subject as such to foreign regulation (regardless of whether each investor in the investment company or the foreign person is itself an eligible contract participant); has total assets exceeding $5,000,000; and is formed and operated by a person subject to regulation under this chapter or a foreign person performing a similar role or function subject as such to foreign regulation (regardless of whether each investor in the commodity pool or the foreign person is itself an eligible contract participant) provided, however, that for purposes of section 2(c)(2)(B)(vi) of this title and section 2(c)(2)(C)(vii) of this title , the term “eligible contract participant” shall not include a commodity pool in which any participant is not otherwise an eligible contract participant; that has total assets exceeding $10,000,000; the obligations of which under an agreement, contract, or transaction are guaranteed or otherwise supported by a letter of credit or keepwell, support, or other agreement by an entity described in subclause (I), in clause (i), (ii), (iii), (iv), or (vii), or in subparagraph (C); or has a net worth exceeding $1,000,000; and enters into an agreement, contract, or transaction in connection with the conduct of the entity’s business or to manage the risk associated with an asset or liability owned or incurred or reasonably likely to be owned or incurred by the entity in the conduct of the entity’s business; that has total assets exceeding $5,000,000; or an investment adviser or commodity trading advisor subject to regulation under the Investment Advisers Act of 1940 ( 15 U.S.C. 80b–1 et seq.) or this chapter; a foreign person performing a similar role or function subject as such to foreign regulation; a financial institution; or an insurance company described in clause (ii), or a regulated subsidiary or affiliate of such an insurance company; a governmental entity (including the United States, a State, or a foreign government) or political subdivision of a governmental entity; a multinational or supranational government entity; or an instrumentality, agency, or department of an entity described in subclause (I) or (II); a broker or dealer subject to regulation under the Securities Exchange Act of 1934 ( 15 U.S.C. 78a et seq.) or a foreign person performing a similar role or function subject as such to foreign regulation, except that, if the broker or dealer or foreign person is a natural person or proprietorship, the broker or dealer or foreign person shall not be considered to be an eligible contract participant unless the broker or dealer or foreign person also meets the requirements of clause (v) or (xi); an associated person of a registered broker or dealer concerning the financial or securities activities of which the registered person makes and keeps records under section 15C(b) or 17(h) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78 o –5(b), 78q(h)); an investment bank holding company (as defined in section 17(i) 2 of the Securities Exchange Act of 1934 ( 2 See References in Text note below. 15 U.S.C. 78q(i) ); 3 3 So in original. The semicolon probably should be preceded by an additional closing parenthesis. a futures commission merchant subject to regulation under this chapter or a foreign person performing a similar role or function subject as such to foreign regulation, except that, if the futures commission merchant or foreign person is a natural person or proprietorship, the futures commission merchant or foreign person shall not be considered to be an eligible contract participant unless the futures commission merchant or foreign person also meets the requirements of clause (v) or (xi); a floor broker or floor trader subject to regulation under this chapter in connection with any transaction that takes place on or through the facilities of a registered entity (other than an electronic trading facility with respect to a significant price discovery contract) or an exempt board of trade, or any affiliate thereof, on which such person regularly trades; or $10,000,000; or $5,000,000 and who enters into the agreement, contract, or transaction in order to manage the risk associated with an asset owned or liability incurred, or reasonably likely to be owned or incurred, by the individual; a person described in clause (i), (ii), (iv), (v), (viii), (ix), or (x) of subparagraph (A) or in subparagraph (C), acting as broker or performing an equivalent agency function on behalf of another person described in subparagraph (A) or (C); or an investment adviser subject to regulation under the Investment Advisers Act of 1940 [ 15 U.S.C. 80b–1 et seq.], a commodity trading advisor subject to regulation under this chapter, a foreign person performing a similar role or function subject as such to foreign regulation, or a person described in clause (i), (ii), (iv), (v), (viii), (ix), or (x) of subparagraph (A) or in subparagraph (C), in any such case acting as investment manager or fiduciary (but excluding a person acting as broker or performing an equivalent agency function) for another person described in subparagraph (A) or (C) and who is authorized by such person to commit such person to the transaction; or any other person that the Commission determines to be eligible in light of the financial or other qualifications of the person. an interest rate, exchange rate, currency, security, security index, credit risk or measure, debt or equity instrument, index or measure of inflation, or other macroeconomic index or measure; not based in substantial part on the value of a narrow group of commodities not described in clause (i); or based solely on one or more commodities that have no cash market; any economic or commercial index based on prices, rates, values, or levels that are not within the control of any party to the relevant contract, agreement, or transaction; or beyond the control of the parties to the relevant contract, agreement, or transaction; and associated with a financial, commercial, or economic consequence. The term “exempt commodity” means a commodity that is not an excluded commodity or an agricultural commodity. a corporation operating under the fifth undesignated paragraph of section 25 of the Federal Reserve Act ( 12 U.S.C. 603 ), commonly known as “an agreement corporation”; a corporation organized under section 25A of the Federal Reserve Act ( 12 U.S.C. 611 et seq.), commonly known as an “Edge Act corporation”; an institution that is regulated by the Farm Credit Administration; a Federal credit union or State credit union (as defined in section 1752 of title 12 ); a depository institution (as defined in section 1813 of title 12 ); a foreign bank or a branch or agency of a foreign bank (each as defined in section 3101 of title 12 ); any financial holding company (as defined in section 1841 of title 12 ); a trust company; or a similarly regulated subsidiary or affiliate of an entity described in any of subparagraphs (A) through (H). any commodity for future delivery, security futures product, or swap; or any commodity option authorized under section 6c of this title ; or who is registered with the Commission as a floor broker. The Commission, by rule or regulation, may include within, or exclude from, the term “floor broker” any person in or surrounding any pit, ring, post, or other place provided by a contract market for the meeting of persons similarly engaged who trades for any other person if the Commission determines that the rule or regulation will effectuate the purposes of this chapter. any commodity for future delivery, security futures product, or swap; or any commodity option authorized under section 6c of this title ; or who is registered with the Commission as a floor trader. The Commission, by rule or regulation, may include within, or exclude from, the term “floor trader” any person in or surrounding any pit, ring, post, or other place provided by a contract market for the meeting of persons similarly engaged who trades solely for such person’s own account if the Commission determines that the rule or regulation will effectuate the purposes of this chapter. The term “foreign exchange forward” means a transaction that solely involves the exchange of 2 different currencies on a specific future date at a fixed rate agreed upon on the inception of the contract covering the exchange. an exchange of 2 different currencies on a specific date at a fixed rate that is agreed upon on the inception of the contract covering the exchange; and a reverse exchange of the 2 currencies described in subparagraph (A) at a later date and at a fixed rate that is agreed upon on the inception of the contract covering the exchange. The term “foreign futures authority” means any foreign government, or any department, agency, governmental body, or regulatory organization empowered by a foreign government to administer or enforce a law, rule, or regulation as it relates to a futures or options matter, or any department or agency of a political subdivision of a foreign government empowered to administer or enforce a law, rule, or regulation as it relates to a futures or options matter. The term “future delivery” does not include any sale of any cash commodity for deferred shipment or delivery. the purchase or sale of a commodity for future delivery; a security futures product; a swap; any agreement, contract, or transaction described in section 2(c)(2)(C)(i) of this title or section 2(c)(2)(D)(i) of this title ; any commodity option authorized under section 6c of this title ; or any leverage transaction authorized under section 23 of this title ; or acting as a counterparty in any agreement, contract, or transaction described in section 2(c)(2)(C)(i) of this title or section 2(c)(2)(D)(i) of this title ; and in or in connection with the activities described in items (aa) or (bb) of subclause (I), accepts any money, securities, or property (or extends credit in lieu thereof) to margin, guarantee, or secure any trades or contracts that result or may result therefrom; or that is registered with the Commission as a futures commission merchant. The Commission, by rule or regulation, may include within, or exclude from, the term “futures commission merchant” any person who engages in soliciting or accepting orders for, or acting as a counterparty in, any agreement, contract, or transaction subject to this chapter, and who accepts any money, securities, or property (or extends credit in lieu thereof) to margin, guarantee, or secure any trades or contracts that result or may result therefrom, if the Commission determines that the rule or regulation will effectuate the purposes of this chapter. The term “hybrid instrument” means a security having one or more payments indexed to the value, level, or rate of, or providing for the delivery of, one or more commodities. between any State, territory, or possession, or the District of Columbia, and any place outside thereof; or between points within the same State, territory, or possession, or the District of Columbia, but through any place outside thereof, or within any territory or possession, or the District of Columbia. the purchase or sale of any commodity for future delivery, security futures product, or swap; any agreement, contract, or transaction described in section 2(c)(2)(C)(i) of this title or section 2(c)(2)(D)(i) of this title ; any commodity option authorized under section 6c of this title ; or any leverage transaction authorized under section 23 of this title ; and does not accept any money, securities, or property (or extend credit in lieu thereof) to margin, guarantee, or secure any trades or contracts that result or may result therefrom; or who is registered with the Commission as an introducing broker. The Commission, by rule or regulation, may include within, or exclude from, the term “introducing broker” any person who engages in soliciting or accepting orders for any agreement, contract, or transaction subject to this chapter, and who does not accept any money, securities, or property (or extend credit in lieu thereof) to margin, guarantee, or secure any trades or contracts that result or may result therefrom, if the Commission determines that the rule or regulation will effectuate the purposes of this chapter. The term “major security-based swap participant” has the meaning given the term in section 3(a) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78c(a) ). positions held for hedging or mitigating commercial risk; and positions maintained by any employee benefit plan (or any contract held by such a plan) as defined in paragraphs (3) and (32) of section 3 of the Employee Retirement Income Security Act of 1974 ( 29 U.S.C. 1002 ) for the primary purpose of hedging or mitigating any risk directly associated with the operation of the plan; whose outstanding swaps create substantial counterparty exposure that could have serious adverse effects on the financial stability of the United States banking system or financial markets; or is a financial entity that is highly leveraged relative to the amount of capital it holds and that is not subject to capital requirements established by an appropriate Federal banking agency; and maintains a substantial position in outstanding swaps in any major swap category as determined by the Commission. For purposes of subparagraph (A), the Commission shall define by rule or regulation the term “substantial position” at the threshold that the Commission determines to be prudent for the effective monitoring, management, and oversight of entities that are systemically important or can significantly impact the financial system of the United States. In setting the definition under this subparagraph, the Commission shall consider the person’s relative position in uncleared as opposed to cleared swaps and may take into consideration the value and quality of collateral held against counterparty exposures. For purposes of subparagraph (A), a person may be designated as a major swap participant for 1 or more categories of swaps without being classified as a major swap participant for all classes of swaps. The definition under this paragraph shall not include an entity whose primary business is providing financing, and uses derivatives for the purpose of hedging underlying commercial risks related to interest rate and foreign currency exposures, 90 percent or more of which arise from financing that facilitates the purchase or lease of products, 90 percent or more of which are manufactured by the parent company or another subsidiary of the parent company. owning or holding membership in, or admitted to membership representation on, the registered entity or derivatives transaction execution facility; or having trading privileges on the registered entity or derivatives transaction execution facility. that has 9 or fewer component securities; in which a component security comprises more than 30 percent of the index’s weighting; in which the five highest weighted component securities in the aggregate comprise more than 60 percent of the index’s weighting; or in which the lowest weighted component securities comprising, in the aggregate, 25 percent of the index’s weighting have an aggregate dollar value of average daily trading volume of less than $50,000,000 (or in the case of an index with 15 or more component securities, $30,000,000), except that if there are two or more securities with equal weighting that could be included in the calculation of the lowest weighted component securities comprising, in the aggregate, 25 percent of the index’s weighting, such securities shall be ranked from lowest to highest dollar value of average daily trading volume and shall be included in the calculation based on their ranking starting with the lowest ranked security. it has at least 9 component securities; no component security comprises more than 30 percent of the index’s weighting; and registered pursuant to section 12 of the Securities Exchange Act of 1934 [ 15 U.S.C. 78 l ]; one of 750 securities with the largest market capitalization; and one of 675 securities with the largest dollar value of average daily trading volume; a board of trade was designated as a contract market by the Commodity Futures Trading Commission with respect to a contract of sale for future delivery on the index, before December 21, 2000 ; a contract of sale for future delivery on the index traded on a designated contract market or registered derivatives transaction execution facility for at least 30 days as a contract of sale for future delivery on an index that was not a narrow-based security index; and it has been a narrow-based security index for no more than 45 business days over 3 consecutive calendar months; a contract of sale for future delivery on the index is traded on or subject to the rules of a foreign board of trade and meets such requirements as are jointly established by rule or regulation by the Commission and the Securities and Exchange Commission; it is traded on or subject to the rules of a foreign board of trade; the offer and sale in the United States of a contract of sale for future delivery on the index was authorized before December 21, 2000 ; and the conditions of such authorization continue to be met; or a contract of sale for future delivery on the index is traded on or subject to the rules of a board of trade and meets such requirements as are jointly established by rule, regulation, or order by the Commission and the Securities and Exchange Commission. Within 1 year after December 21, 2000 , the Commission and the Securities and Exchange Commission jointly shall adopt rules or regulations that set forth the requirements under subparagraph (B)(iv). An index that is a narrow-based security index solely because it was a narrow-based security index for more than 45 business days over 3 consecutive calendar months pursuant to clause (iii) of subparagraph (B) shall not be a narrow-based security index for the 3 following calendar months. the dollar value of average daily trading volume and the market capitalization shall be calculated as of the preceding 6 full calendar months; and the Commission and the Securities and Exchange Commission shall, by rule or regulation, jointly specify the method to be used to determine market capitalization and dollar value of average daily trading volume. The term “option” means an agreement, contract, or transaction that is of the character of, or is commonly known to the trade as, an “option”, “privilege”, “indemnity”, “bid”, “offer”, “put”, “call”, “advance guaranty”, or “decline guaranty”. by or on behalf of a person that is not an eligible contract participant; or by persons other than on a principal-to-principal basis; or govern the conduct of participants, other than rules that govern the submission of orders or execution of transactions on the trading facility; and include disciplinary sanctions other than the exclusion of participants from trading. The term “person” imports the plural or singular, and includes individuals, associations, partnerships, corporations, and trusts. a State-chartered bank that is a member of the Federal Reserve System; a State-chartered branch or agency of a foreign bank; any foreign bank which does not operate an insured branch; any organization operating under section 25A of the Federal Reserve Act [ 12 U.S.C. 611 et seq.] or having an agreement with the Board under section 225 of the Federal Reserve Act 4 ; 4 See References in Text note below. any bank holding company (as defined in section 2 of the Bank Holding Company Act of 1965 4 ( 12 U.S.C. 1841 )), any foreign bank (as defined in section 3101(7) of title 12 ) that is treated as a bank holding company under section 3106(a) of title 12 , and any subsidiary of such a company or foreign bank (other than a subsidiary that is described in subparagraph (A) or (B) or that is required to be registered with the Commission as a swap dealer or major swap participant under this chapter or with the Securities and Exchange Commission as a security-based swap dealer or major security-based swap participant); after the transfer date (as defined in section 311 of the Dodd-Frank Wall Street Reform and Consumer Protection Act [ 12 U.S.C. 5411 ]), any savings and loan holding company (as defined in section 1467a of title 12 ) and any subsidiary of such company (other than a subsidiary that is described in subparagraph (A) or (B) or that is required to be registered as a swap dealer or major swap participant with the Commission under this chapter or with the Securities and Exchange Commission as a security-based swap dealer or major security-based swap participant); or any organization operating under section 25A of the Federal Reserve Act ( 12 U.S.C. 611 et seq.) or having an agreement with the Board under section 25 of the Federal Reserve Act ( 12 U.S.C. 601 et seq.); a national bank; a federally chartered branch or agency of a foreign bank; or any Federal savings association; a State-chartered bank that is not a member of the Federal Reserve System; or any State savings association; the Farm Credit Administration, in the case of a swap dealer, major swap participant, security-based swap dealer, or major security-based swap participant that is an institution chartered under the Farm Credit Act of 1971 ( 12 U.S.C. 2001 et seq.); and the Federal Housing Finance Agency in the case of a swap dealer, major swap participant, security-based swap dealer, or major security-based swap participant that is a regulated entity (as such term is defined in section 4502 of title 12 ). a board of trade designated as a contract market under section 7 of this title ; a derivatives clearing organization registered under section 7a–1 of this title ; a board of trade designated as a contract market under section 7b–1 of this title ; a swap execution facility registered under section 7b–3 of this title ; a swap data repository registered under section 24a of this title ; and with respect to a contract that the Commission determines is a significant price discovery contract, any electronic trading facility on which the contract is executed or traded. The term “security” means a security as defined in section 2(a)(1) of the Securities Act of 1933 ( 15 U.S.C. 77b(a)(1) ) or section 3(a)(10) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78c(a)(10) ). The term “security-based swap” has the meaning given the term in section 3(a) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78c(a) ). The term “security-based swap dealer” has the meaning given the term in section 3(a) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78c(a) ). The term “security future” means a contract of sale for future delivery of a single security or of a narrow-based security index, including any interest therein or based on the value thereof, except an exempted security under section 3(a)(12) of the Securities Exchange Act of 1934 [ 15 U.S.C. 78c(a)(12) ] as in effect on January 11, 1983 (other than any municipal security as defined in section 3(a)(29) of the Securities Exchange Act of 1934 [ 15 U.S.C. 78c(a)(29) ] as in effect on January 11, 1983 ). The term “security future” does not include any agreement, contract, or transaction excluded from this chapter under section 2(c), 2(d), 2(f), or 2(g) of this title (as in effect on December 21, 2000 ) or sections 27 to 27f of this title. The term “security futures product” means a security future or any put, call, straddle, option, or privilege on any security future. The term “significant price discovery contract” means an agreement, contract, or transaction subject to section 2(h)(5) of this title . that is a put, call, cap, floor, collar, or similar option of any kind that is for the purchase or sale, or based on the value, of 1 or more interest or other rates, currencies, commodities, securities, instruments of indebtedness, indices, quantitative measures, or other financial or economic interests or property of any kind; that provides for any purchase, sale, payment, or delivery (other than a dividend on an equity security) that is dependent on the occurrence, nonoccurrence, or the extent of the occurrence of an event or contingency associated with a potential financial, economic, or commercial consequence; an interest rate swap; a rate floor; a rate cap; a rate collar; a cross-currency rate swap; a basis swap; a currency swap; a foreign exchange swap; a total return swap; an equity index swap; an equity swap; a debt index swap; a debt swap; a credit spread; a credit default swap; a credit swap; a weather swap; an energy swap; a metal swap; an agricultural swap; an emissions swap; and a commodity swap; that is an agreement, contract, or transaction that is, or in the future becomes, commonly known to the trade as a swap; including any security-based swap agreement which meets the definition of “swap agreement” as defined in section 206A of the Gramm-Leach-Bliley Act ( 15 U.S.C. 78c note) of which a material term is based on the price, yield, value, or volatility of any security or any group or index of securities, or any interest therein; or that is any combination or permutation of, or option on, any agreement, contract, or transaction described in any of clauses (i) through (v). any contract of sale of a commodity for future delivery (or option on such a contract), leverage contract authorized under section 23 of this title , security futures product, or agreement, contract, or transaction described in section 2(c)(2)(C)(i) of this title or section 2(c)(2)(D)(i) of this title ; any sale of a nonfinancial commodity or security for deferred shipment or delivery, so long as the transaction is intended to be physically settled; the Securities Act of 1933 ( 15 U.S.C. 77a et seq.); and the Securities Exchange Act of 1934 ( 15 U.S.C. 78a et seq.); any put, call, straddle, option, or privilege relating to a foreign currency entered into on a national securities exchange registered pursuant to section 6(a) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78f(a) ); the Securities Act of 1933 ( 15 U.S.C. 77a et seq.); and the Securities Exchange Act of 1934 ( 15 U.S.C. 78a et seq.); any agreement, contract, or transaction providing for the purchase or sale of 1 or more securities on a contingent basis that is subject to the Securities Act of 1933 ( 15 U.S.C. 77a et seq.) and the Securities Exchange Act of 1934 ( 15 U.S.C. 78a et seq.), unless the agreement, contract, or transaction predicates the purchase or sale on the occurrence of a bona fide contingency that might reasonably be expected to affect or be affected by the creditworthiness of a party other than a party to the agreement, contract, or transaction; any note, bond, or evidence of indebtedness that is a security, as defined in section 2(a)(1) of the Securities Act of 1933 ( 15 U.S.C. 77b(a)(1) ); based on a security; and entered into directly or through an underwriter (as defined in section 2(a)(11) of the Securities Act of 1933 ( 15 U.S.C. 77b(a)(11) ) 5 by the issuer of such security for the purposes of raising capital, unless the agreement, contract, or transaction is entered into to manage a risk associated with capital raising; 5 So in original. A third closing parenthesis probably should appear. any agreement, contract, or transaction a counterparty of which is a Federal Reserve bank, the Federal Government, or a Federal agency that is expressly backed by the full faith and credit of the United States; and any security-based swap, other than a security-based swap as described in subparagraph (D). Except as provided in clause (ii), the term “swap” includes a master agreement that provides for an agreement, contract, or transaction that is a swap under subparagraph (A), together with each supplement to any master agreement, without regard to whether the master agreement contains an agreement, contract, or transaction that is not a swap pursuant to subparagraph (A). For purposes of clause (i), the master agreement shall be considered to be a swap only with respect to each agreement, contract, or transaction covered by the master agreement that is a swap pursuant to subparagraph (A). The term “security-based swap” includes any agreement, contract, or transaction that is as described in section 3(a)(68)(A) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78c(a)(68)(A) ) and also is based on the value of 1 or more interest or other rates, currencies, commodities, instruments of indebtedness, indices, quantitative measures, other financial or economic interest or property of any kind (other than a single security or a narrow-based security index), or the occurrence, non-occurrence, or the extent of the occurrence of an event or contingency associated with a potential financial, economic, or commercial consequence (other than an event described in subparagraph (A)(iii)). should be not be regulated as swaps under this chapter; and are not structured to evade the Dodd-Frank Wall Street Reform and Consumer Protection Act in violation of any rule promulgated by the Commission pursuant to section 721(c) of that Act [ 15 U.S.C. 8321(b) ]. The Secretary shall submit any written determination under clause (i) to the appropriate committees of Congress, including the Committee on Agriculture, Nutrition, and Forestry of the Senate and the Committee on Agriculture of the House of Representatives. Any such written determination by the Secretary shall not be effective until it is submitted to the appropriate committees of Congress. Notwithstanding a written determination by the Secretary under clause (i), all foreign exchange swaps and foreign exchange forwards shall be reported to either a swap data repository, or, if there is no swap data repository that would accept such swaps or forwards, to the Commission pursuant to section 6r of this title within such time period as the Commission may by rule or regulation prescribe. Notwithstanding a written determination by the Secretary pursuant to clause (i), any party to a foreign exchange swap or forward that is a swap dealer or major swap participant shall conform to the business conduct standards contained in section 6s(h) of this title . For purposes of this subparagraph, the term “Secretary” means the Secretary of the Treasury. Any foreign exchange swap and any foreign exchange forward that is listed and traded on or subject to the rules of a designated contract market or a swap execution facility, or that is cleared by a derivatives clearing organization, shall not be exempt from any provision of this chapter or amendments made by the Wall Street Transparency and Accountability Act of 2010 prohibiting fraud or manipulation. Nothing in subparagraph (E) shall affect, or be construed to affect, the applicability of this chapter or the jurisdiction of the Commission with respect to agreements, contracts, or transactions in foreign currency pursuant to section 2(c)(2) of this title . The term “swap data repository” means any person that collects and maintains information or records with respect to transactions or positions in, or the terms and conditions of, swaps entered into by third parties for the purpose of providing a centralized recordkeeping facility for swaps. holds itself out as a dealer in swaps; makes a market in swaps; regularly enters into swaps with counterparties as an ordinary course of business for its own account; or engages in any activity causing the person to be commonly known in the trade as a dealer or market maker in swaps, A person may be designated as a swap dealer for a single type or single class or category of swap or activities and considered not to be a swap dealer for other types, classes, or categories of swaps or activities. The term “swap dealer” does not include a person that enters into swaps for such person’s own account, either individually or in a fiduciary capacity, but not as a part of a regular business. The Commission shall exempt from designation as a swap dealer an entity that engages in a de minimis quantity of swap dealing in connection with transactions with or on behalf of its customers. The Commission shall promulgate regulations to establish factors with respect to the making of this determination to exempt. facilitates the execution of swaps between persons; and is not a designated contract market. by accepting bids or offers made by other participants that are open to multiple participants in the facility or system; or through the interaction of multiple bids or multiple offers within a system with a pre-determined non-discretionary automated trade matching and execution algorithm. a person or group of persons solely because the person or group of persons constitutes, maintains, or provides an electronic facility or system that enables participants to negotiate the terms of and enter into bilateral transactions as a result of communications exchanged by the parties and not from interaction of multiple bids and multiple offers within a predetermined, nondiscretionary automated trade matching and execution algorithm; a government securities dealer or government securities broker, to the extent that the dealer or broker executes or trades agreements, contracts, or transactions in government securities, or assists persons in communicating about, negotiating, entering into, executing, or trading an agreement, contract, or transaction in government securities (as the terms “government securities dealer”, “government securities broker”, and “government securities” are defined in section 3(a) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78c(a) )); or facilities on which bids and offers, and acceptances of bids and offers effected on the facility, are not binding. A person or group of persons that would not otherwise constitute a trading facility shall not be considered to be a trading facility solely as a result of the submission to a derivatives clearing organization of transactions executed on or through the person or group of persons.