{"identifier":"/us/usc/t12/s5802","title":12,"num":"\u00a7\u202f5802.","heading":"Definitions","text":"\u00a7\u202f5802.\nDefinitions\nIn this chapter:\n(1)\nBenchmark\nThe term \u201cbenchmark\u201d means an index of interest rates or dividend rates that is used, in whole or in part, as the basis of or as a reference for calculating or determining any valuation, payment, or other measurement.\n(2)\nBenchmark administrator\nThe term \u201cbenchmark administrator\u201d means a person that publishes a benchmark for use by third parties.\n(3)\nBenchmark replacement\nThe term \u201cbenchmark replacement\u201d means a benchmark, or an interest rate or dividend rate (which may or may not be based in whole or in part on a prior setting of LIBOR), to replace LIBOR or any interest rate or dividend rate based on LIBOR, whether on a temporary, permanent, or indefinite basis, under or with respect to a LIBOR contract.\n(4)\nBenchmark replacement conforming changes\nThe term \u201cbenchmark replacement conforming changes\u201d means any technical, administrative, or operational changes, alterations, or modifications that\u2014\n(A) the Board determines, in its discretion, would address 1 or more issues affecting the implementation, administration, and calculation of the Board-selected benchmark replacement in LIBOR contracts; or\n(B) solely with respect to a LIBOR contract that is not a consumer loan, in the reasonable judgment of a calculating person, are otherwise necessary or appropriate to permit the implementation, administration, and calculation of the Board-selected benchmark replacement under or with respect to a LIBOR contract after giving due consideration to any benchmark replacement conforming changes under subparagraph (A).\n(5)\nBoard\nThe term \u201cBoard\u201d means the Board of Governors of the Federal Reserve System.\n(6)\nBoard-selected benchmark replacement\nThe term \u201cBoard-selected benchmark replacement\u201d means a benchmark replacement identified by the Board that is based on SOFR, including any tenor spread adjustment pursuant to\nsection 5803(e) of this title\n(7)\nCalculating person\nThe term \u201ccalculating person\u201d means, with respect to any LIBOR contract, any person, including the determining person, responsible for calculating or determining any valuation, payment, or other measurement based on a benchmark.\n(8)\nConsumer; credit\nThe terms \u201cconsumer\u201d and \u201ccredit\u201d have the meanings given the terms in\nsection 1602 of title 15\n(9)\nConsumer loan\nThe term \u201cconsumer loan\u201d means a consumer credit transaction.\n(10)\nDetermining person\nThe term \u201cdetermining person\u201d means, with respect to any LIBOR contract, any person with the authority, right, or obligation, including on a temporary basis (as identified by the LIBOR contract or by the governing law of the LIBOR contract, as appropriate) to determine a benchmark replacement.\n(11)\nFallback provisions\nThe term \u201cfallback provisions\u201d means terms in a LIBOR contract for determining a benchmark replacement, including any terms relating to the date on which the benchmark replacement becomes effective.\n(12)\nIBOR\nThe term \u201cIBOR\u201d means LIBOR, any tenor of non-U.S. dollar currency rates formerly known as the London interbank offered rate as administered by ICE Benchmark Administration Limited (or any predecessor or successor administrator thereof), and any other interbank offered rates that are expected to cease.\n(13)\nIBOR benchmark replacement\nThe term \u201cIBOR benchmark replacement\u201d means a benchmark, or an interest rate or dividend rate (which may or may not be based in whole or in part on a prior setting of an IBOR), to replace an IBOR or any interest rate or dividend rate based on an IBOR, whether on a temporary, permanent, or indefinite basis, under or with respect to an IBOR contract.\n(14)\nIBOR contract\nThe term \u201cIBOR contract\u201d means any contract, agreement, indenture, organizational document, guarantee, mortgage, deed of trust, lease, security (whether representing debt or equity, including any interest in a corporation, a partnership, or a limited liability company), instrument, or other obligation or asset that, by its terms, continues in any way to use an IBOR as a benchmark.\n(15)\nLIBOR\nThe term \u201cLIBOR\u201d\u2014\n(A) means the overnight and 1-, 3-, 6-, and 12-month tenors of U.S. dollar LIBOR (formerly known as the London interbank offered rate) as administered by ICE Benchmark Administration Limited (or any predecessor or successor administrator thereof); and\n(B) does not include the 1-week or 2-month tenors of U.S. dollar LIBOR.\n(16)\nLIBOR contract\nThe term \u201cLIBOR contract\u201d means any contract, agreement, indenture, organizational document, guarantee, mortgage, deed of trust, lease, security (whether representing debt or equity, including any interest in a corporation, a partnership, or a limited liability company), instrument, or other obligation or asset that, by its terms, uses LIBOR as a benchmark.\n(17)\nLIBOR replacement date\nThe term \u201cLIBOR replacement date\u201d means the first London banking day after\nJune 30, 2023\n(18)\nSecurity\nThe term \u201csecurity\u201d has the meaning given the term in\nsection 77b(a) of title 15\n(19)\nSOFR\nThe term \u201cSOFR\u201d means the Secured Overnight Financing Rate published by the Federal Reserve Bank of New York (or a successor administrator).\n(20)\nTenor spread adjustment\nThe term \u201ctenor spread adjustment\u201d means\u2014\n(A) 0.00644 percent for overnight LIBOR;\n(B) 0.11448 percent for 1-month LIBOR;\n(C) 0.26161 percent for 3-month LIBOR;\n(D) 0.42826 percent for 6-month LIBOR; and\n(E) 0.71513 percent for 12-month LIBOR.","url":"https://projectusc.org/usc/t12/s5802.html","content":[{"t":"sec","id":"/us/usc/t12/s5802","children":[{"t":"num","text":"\u00a7\u202f5802."},{"t":"heading","text":"Definitions","tail":"\n"},{"t":"chapeau","text":"In this chapter:"},{"t":"para","id":"/us/usc/t12/s5802/1","children":[{"t":"num","text":"(1)"},{"t":"heading","text":"Benchmark"},{"t":"content","children":[{"t":"p","text":"The term \u201cbenchmark\u201d means an index of interest rates or dividend rates that is used, in whole or in part, as the basis of or as a reference for calculating or determining any valuation, payment, or other measurement.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/2","children":[{"t":"num","text":"(2)"},{"t":"heading","text":"Benchmark administrator"},{"t":"content","children":[{"t":"p","text":"The term \u201cbenchmark administrator\u201d means a person that publishes a benchmark for use by third parties.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/3","children":[{"t":"num","text":"(3)"},{"t":"heading","text":"Benchmark replacement"},{"t":"content","children":[{"t":"p","text":"The term \u201cbenchmark replacement\u201d means a benchmark, or an interest rate or dividend rate (which may or may not be based in whole or in part on a prior setting of LIBOR), to replace LIBOR or any interest rate or dividend rate based on LIBOR, whether on a temporary, permanent, or indefinite basis, under or with respect to a LIBOR contract.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/4","children":[{"t":"num","text":"(4)"},{"t":"heading","text":"Benchmark replacement conforming changes"},{"t":"chapeau","text":"The term \u201cbenchmark replacement conforming changes\u201d means any technical, administrative, or operational changes, alterations, or modifications that\u2014"},{"t":"subpara","id":"/us/usc/t12/s5802/4/A","children":[{"t":"num","text":"(A)"},{"t":"content","text":" the Board determines, in its discretion, would address 1 or more issues affecting the implementation, administration, and calculation of the Board-selected benchmark replacement in LIBOR contracts; or","tail":"\n"}],"tail":"\n"},{"t":"subpara","id":"/us/usc/t12/s5802/4/B","children":[{"t":"num","text":"(B)"},{"t":"content","text":" solely with respect to a LIBOR contract that is not a consumer loan, in the reasonable judgment of a calculating person, are otherwise necessary or appropriate to permit the implementation, administration, and calculation of the Board-selected benchmark replacement under or with respect to a LIBOR contract after giving due consideration to any benchmark replacement conforming changes under subparagraph (A).","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/5","children":[{"t":"num","text":"(5)"},{"t":"heading","text":"Board"},{"t":"content","children":[{"t":"p","text":"The term \u201cBoard\u201d means the Board of Governors of the Federal Reserve System.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/6","children":[{"t":"num","text":"(6)"},{"t":"heading","text":"Board-selected benchmark replacement"},{"t":"content","children":[{"t":"p","text":"The term \u201cBoard-selected benchmark replacement\u201d means a benchmark replacement identified by the Board that is based on SOFR, including any tenor spread adjustment pursuant to ","children":[{"t":"ref","text":"section 5803(e) of this title","href":"/us/usc/t12/s5803/e","tail":"."}],"tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/7","children":[{"t":"num","text":"(7)"},{"t":"heading","text":"Calculating person"},{"t":"content","children":[{"t":"p","text":"The term \u201ccalculating person\u201d means, with respect to any LIBOR contract, any person, including the determining person, responsible for calculating or determining any valuation, payment, or other measurement based on a benchmark.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/8","children":[{"t":"num","text":"(8)"},{"t":"heading","text":"Consumer; credit"},{"t":"content","children":[{"t":"p","text":"The terms \u201cconsumer\u201d and \u201ccredit\u201d have the meanings given the terms in ","children":[{"t":"ref","text":"section 1602 of title 15","href":"/us/usc/t15/s1602","tail":"."}],"tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/9","children":[{"t":"num","text":"(9)"},{"t":"heading","text":"Consumer loan"},{"t":"content","children":[{"t":"p","text":"The term \u201cconsumer loan\u201d means a consumer credit transaction.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/10","children":[{"t":"num","text":"(10)"},{"t":"heading","text":"Determining person"},{"t":"content","children":[{"t":"p","text":"The term \u201cdetermining person\u201d means, with respect to any LIBOR contract, any person with the authority, right, or obligation, including on a temporary basis (as identified by the LIBOR contract or by the governing law of the LIBOR contract, as appropriate) to determine a benchmark replacement.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/11","children":[{"t":"num","text":"(11)"},{"t":"heading","text":"Fallback provisions"},{"t":"content","children":[{"t":"p","text":"The term \u201cfallback provisions\u201d means terms in a LIBOR contract for determining a benchmark replacement, including any terms relating to the date on which the benchmark replacement becomes effective.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/12","children":[{"t":"num","text":"(12)"},{"t":"heading","text":"IBOR"},{"t":"content","children":[{"t":"p","text":"The term \u201cIBOR\u201d means LIBOR, any tenor of non-U.S. dollar currency rates formerly known as the London interbank offered rate as administered by ICE Benchmark Administration Limited (or any predecessor or successor administrator thereof), and any other interbank offered rates that are expected to cease.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/13","children":[{"t":"num","text":"(13)"},{"t":"heading","text":"IBOR benchmark replacement"},{"t":"content","children":[{"t":"p","text":"The term \u201cIBOR benchmark replacement\u201d means a benchmark, or an interest rate or dividend rate (which may or may not be based in whole or in part on a prior setting of an IBOR), to replace an IBOR or any interest rate or dividend rate based on an IBOR, whether on a temporary, permanent, or indefinite basis, under or with respect to an IBOR contract.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/14","children":[{"t":"num","text":"(14)"},{"t":"heading","text":"IBOR contract"},{"t":"content","children":[{"t":"p","text":"The term \u201cIBOR contract\u201d means any contract, agreement, indenture, organizational document, guarantee, mortgage, deed of trust, lease, security (whether representing debt or equity, including any interest in a corporation, a partnership, or a limited liability company), instrument, or other obligation or asset that, by its terms, continues in any way to use an IBOR as a benchmark.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/15","children":[{"t":"num","text":"(15)"},{"t":"heading","text":"LIBOR"},{"t":"chapeau","text":"The term \u201cLIBOR\u201d\u2014"},{"t":"subpara","id":"/us/usc/t12/s5802/15/A","children":[{"t":"num","text":"(A)"},{"t":"content","text":" means the overnight and 1-, 3-, 6-, and 12-month tenors of U.S. dollar LIBOR (formerly known as the London interbank offered rate) as administered by ICE Benchmark Administration Limited (or any predecessor or successor administrator thereof); and","tail":"\n"}],"tail":"\n"},{"t":"subpara","id":"/us/usc/t12/s5802/15/B","children":[{"t":"num","text":"(B)"},{"t":"content","text":" does not include the 1-week or 2-month tenors of U.S. dollar LIBOR.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/16","children":[{"t":"num","text":"(16)"},{"t":"heading","text":"LIBOR contract"},{"t":"content","children":[{"t":"p","text":"The term \u201cLIBOR contract\u201d means any contract, agreement, indenture, organizational document, guarantee, mortgage, deed of trust, lease, security (whether representing debt or equity, including any interest in a corporation, a partnership, or a limited liability company), instrument, or other obligation or asset that, by its terms, uses LIBOR as a benchmark.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/17","children":[{"t":"num","text":"(17)"},{"t":"heading","text":"LIBOR replacement date"},{"t":"content","children":[{"t":"p","text":"The term \u201cLIBOR replacement date\u201d means the first London banking day after ","children":[{"t":"text","text":"June 30, 2023","tail":", unless the Board determines that any LIBOR tenor will cease to be published or cease to be representative on a different date."}],"tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/18","children":[{"t":"num","text":"(18)"},{"t":"heading","text":"Security"},{"t":"content","children":[{"t":"p","text":"The term \u201csecurity\u201d has the meaning given the term in ","children":[{"t":"ref","text":"section 77b(a) of title 15","href":"/us/usc/t15/s77b/a","tail":"."}],"tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/19","children":[{"t":"num","text":"(19)"},{"t":"heading","text":"SOFR"},{"t":"content","children":[{"t":"p","text":"The term \u201cSOFR\u201d means the Secured Overnight Financing Rate published by the Federal Reserve Bank of New York (or a successor administrator).","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"para","id":"/us/usc/t12/s5802/20","children":[{"t":"num","text":"(20)"},{"t":"heading","text":"Tenor spread adjustment"},{"t":"chapeau","text":"The term \u201ctenor spread adjustment\u201d means\u2014"},{"t":"subpara","id":"/us/usc/t12/s5802/20/A","children":[{"t":"num","text":"(A)"},{"t":"content","text":" 0.00644 percent for overnight LIBOR;","tail":"\n"}],"tail":"\n"},{"t":"subpara","id":"/us/usc/t12/s5802/20/B","children":[{"t":"num","text":"(B)"},{"t":"content","text":" 0.11448 percent for 1-month LIBOR;","tail":"\n"}],"tail":"\n"},{"t":"subpara","id":"/us/usc/t12/s5802/20/C","children":[{"t":"num","text":"(C)"},{"t":"content","text":" 0.26161 percent for 3-month LIBOR;","tail":"\n"}],"tail":"\n"},{"t":"subpara","id":"/us/usc/t12/s5802/20/D","children":[{"t":"num","text":"(D)"},{"t":"content","text":" 0.42826 percent for 6-month LIBOR; and","tail":"\n"}],"tail":"\n"},{"t":"subpara","id":"/us/usc/t12/s5802/20/E","children":[{"t":"num","text":"(E)"},{"t":"content","text":" 0.71513 percent for 12-month LIBOR.","tail":"\n"}],"tail":"\n"}],"tail":"\n"},{"t":"text","text":"\n"},{"t":"text","text":"\n"}]}]}