Common use of Calculation of the Cross-Margining Reduction Clause in Contracts

Calculation of the Cross-Margining Reduction. (a) On each Business Day on and after the Effective Date, CME and NYMEX shall each run one or more margin cycles as each Clearing Organization’s business needs require. Such margin cycles need not occur simultaneously. At the conclusion of a specified margin cycle(s) (as set forth in Appendix F hereto) the Clearing Organizations will each calculate a total Cross-Margining Reduction with respect to each Cross-Margining Participant’s Offsetting Positions using the Cross Margin Spread Credit Rate(s) and Cross Margin Spread(s) as described in Section 4 of the Agreement. With respect to the agreed upon Cross Margin Spread(s), the Clearing Organizations shall calculate the outright margin requirement currently required by each Clearing Organization on its leg of the Cross Margin Spread. For each recognized Cross Margin Spread, the amount of the Cross-Margining Reduction shall be limited to the agreed upon Cross Margin Spread Credit Rate times the lower of (a) CME’s outright margin requirement on its leg of the Cross Margin Spread or (b) NYMEX’s outright margin requirement on its leg of the Cross Margin Spread. The sum of the Cross-Margining Reductions for each recognized Cross Margin Spread shall be the total Cross-Margining Reduction on the Offsetting Positions. The CME shall use its SPAN® margining program and NYMEX shall also use the SPAN® margining program or some other agreed upon method to make such calculations. Both CME and NYMEX shall promptly inform each other of changes to the margin rates applicable to the Eligible Products. Attached as Appendix E are non-exhaustive examples that illustrate how the Cross-Margining Reduction will be calculated. In the event of inconsistency between Appendix E and the provisions of the main part of this Agreement, the main part of the Agreement shall control. If an Eligible Product is cross-marginable with more than one other contract across more than one other clearing organization, a particular Eligible Position may only be allocated to a single clearing organization (including the other Clearing Organization to this Agreement). Allocation of Eligible Positions shall, where possible, be accomplished in a manner that maximizes the cross-margin benefits for Cross-Margining Participants. In making a request for payment under the terms of this Agreement, either Clearing Organization shall demonstrate the impact of any other agreement or agreements in respect of the Eligible Products on its Net Loss. Notwithstanding any other provision of this Agreement, each of CME and NYMEX may unilaterally determine, on any Business Day, to reduce (including to reduce to zero) the Eligible Positions allocated to the other Clearing Organization for cross-margining with respect to any individual Cross-Margining Participant or with respect to all Cross-Margining Participants. A Clearing Organization that makes such a unilateral determination shall promptly notify the other Clearing Organization that it has done so. CME shall inform NYMEX, and NYMEX shall inform CME, of the exact method used to calculate the amount of Eligible Positions and the Margin requirements with respect thereto. CME shall inform NYMEX, and NYMEX shall inform CME, of any non-emergency changes in such calculations no less than 30 days prior to implementation of such change, with the understanding that this obligation to provide advance notice of changes in such method shall not limit either Clearing Organization’s rights under the preceding paragraph or its right under Section 5(c) below to determine its actual Margin requirements with respect to a Cross-Margining Participant’s Eligible Positions. CME shall inform NYMEX, and NYMEX shall inform CME, in advance (and to the extent practicable, not less than 30 calendar days in advance) of any non-emergency change to the contract specifications of their respective Eligible Products. Each Clearing Organization shall inform the other as soon as reasonably practicable of any emergency change to either the method used to calculate Eligible Positions or the Margin requirements with respect thereto, or to contract specifications of any Eligible Product. (b) The CME and NYMEX agree to reduce a Cross-Margining Participant’s actual Margin requirement with respect to the Eligible Positions in an amount equal to the Cross-Margining Reduction. The CME and NYMEX agree to jointly monitor the relative size of the Cross-Margining Reductions and agree to work together in good faith to modify the calculation in the event of any significant disparity between the Clearing Organizations’ Cross-Margining Reductions. Notwithstanding the foregoing provisions of this paragraph, the CME shall require an additional amount of actual Margin (the “Supplemental Margin”) with respect to the Eligible Positions of each Cross-Margining Participant it margins to take into account risks that may be associated with certain CME Eligible Products that contain components that are not-related to any NYMEX Eligible Product. The amount of the Supplemental Margin required by the CME shall be computed according to the method mutually agreed upon by CME and NYMEX. (c) Notwithstanding any other provision of this Agreement, each Clearing Organization may unilaterally determine its Margin requirements in respect of a Cross-Margining Participant’s Eligible Positions taking into consideration market conditions, the financial condition of a Cross-Margining Participant (or its Cross-Margining Affiliate), the size of positions carried by a Cross-Margining Participant (or its Cross-Margining Affiliate) or any other factor or circumstance deemed by it to be relevant. CME and NYMEX shall each determine to its own satisfaction that the Margin it requires in respect of a Cross-Margining Participant’s Eligible Positions, together with the Guaranty of the other Clearing Organization, is adequate to protect itself. In general, any such unilateral determination of a Clearing Organization’s Margin requirements with respect to a Cross-Margining Participant’s Eligible Positions may only result in an increase to a Cross-Margining Participant’s Margin requirement. However, if a Clearing Organization makes a unilateral determination to increase the amount of Cross-Margining Reduction given to a Cross-Margining Participant on its Offsetting Positions, then the amount of such “Additional Cross-Margining Reduction” shall be added to the calculation of the amount of proceeds from the liquidation of Margin collateral that is associated with the Offsetting Positions when determining whether the Defaulting Member has a Net Surplus or Net Loss in accordance with Section 7 of this Agreement. In the event that a Margin requirement with respect to a Cross-Margining Participant’s Eligible Positions is unilaterally modified by a Clearing Organization, such Clearing Organization shall promptly provide notice of the change to the other Clearing Organization. Absent gross negligence or willful misconduct, neither Clearing Organization shall have liability to the other Clearing Organization or to any other person based solely upon an allegation or the fact that any information given or calculated pursuant to Section 5 of this Agreement was inaccurate or inadequate. Any calculation of a Cross-Margining Reduction provided for in Section 5 of this Agreement shall not result in any guarantee to any Cross-Margining Participant that such calculation will yield any, or the highest possible, Cross-Margining Reduction.

Calculation of the Cross-Margining Reduction. (a) On each Business Day on and after the Effective Date, CME and NYMEX shall each run one or more margin cycles as each Clearing Organization’s business needs require. Such margin cycles need not occur simultaneously. At the conclusion of a specified margin cycle(s) (as set forth in Appendix F hereto) the Clearing Organizations will each calculate a total Cross-Margining Reduction with respect to each Cross-Margining Participant, each of FICC and CME will calculate a long (short) Residual Position and the associated Residual Margin Amount in each Offset Class. The Residual Positions shall be derived after first internally offsetting, including in the case of FICC, offsetting positions pursuant to the cross- margining arrangement between FICC and New York Portfolio Clearing, LLC, any Eligible Positions. CME’s Offsetting Positions using Residual Margin Amounts shall be calculated in accordance with the Cross CME's SPAN® margining system. FICC’s Residual Margin Spread Credit Rate(s) Amounts shall be calculated as specified in this Agreement and Cross shall be adjusted, if necessary, to correct for differences between the methodology of calculating the Residual Margin Spread(s) Amount as described in Section 4 this Agreement and FICC’s value-at-risk methodology. CME shall then inform FICC of (1) the Agreementlong or short Residual Position computed in each Offset Class and (2) the long (short) Residual Margin Amount associated with such Residual Position. With respect to the agreed upon Cross Margin Spread(s), the Clearing Organizations FICC shall calculate the outright margin requirement currently required CME effective Margin Rate for the particular Offset Class which shall be determined by dividing (2) by (1) above. Based on the amounts computed in the previous two paragraphs of this subsection (a), FICC shall determine the Applicable Residual Margin Amounts by multiplying: ‰ The long or the short Residual Position in each Clearing Organization on its leg Offset Class, and ‰ The lesser of the Cross FICC Margin SpreadRate for the applicable Offset Class or the CME Margin Rate for the applicable Offset Class. For each recognized Cross purposes of this comparison of Margin SpreadRates as between an FICC Offset Class and a CME Offset Class, if the applicable Offset Class is a FICC Offset Class, the amount of the Cross-Margining Reduction rates that shall be limited compared are: (i) FICC’s Margin Rate applicable to that Offset Class and (ii) the CME Margin Rate applicable to the agreed upon Cross particular FICC Offset Class as determined by Appendix B (which, in effect, is equal to the FICC Margin Spread Credit Rate times for the lower of particular Offset Class). If the applicable Offset Class is a CME Offset Class, the rates that shall be compared are: (ai) CME’s outright margin requirement on its leg of effective Margin Rate and (ii) the Cross FICC Margin Spread or (b) NYMEX’s outright margin requirement on its leg of the Cross Margin Spread. The sum of the Cross-Margining Reductions for each recognized Cross Margin Spread shall be the total Cross-Margining Reduction on the Offsetting Positions. The CME shall use its SPAN® margining program and NYMEX shall also use the SPAN® margining program or some other agreed upon method to make such calculations. Both CME and NYMEX shall promptly inform each other of changes to the margin rates Rate applicable to the Eligible Products. Attached particular Offset Class as determined by Appendix E are non-exhaustive examples that illustrate how the Cross-Margining Reduction will be calculated. In the event of inconsistency between Appendix E and the provisions of the main part of this Agreement, the main part of the Agreement shall control. If an Eligible Product is cross-marginable with more than one other contract across more than one other clearing organization, a particular Eligible Position may only be allocated to a single clearing organization (including the other Clearing Organization to this Agreement). Allocation of Eligible Positions shall, where possible, be accomplished in a manner that maximizes the cross-margin benefits for Cross-Margining Participants. In making a request for payment under the terms of this Agreement, either Clearing Organization shall demonstrate the impact of any other agreement or agreements in respect of the Eligible Products on its Net Loss. Notwithstanding any other provision of this Agreement, each of CME and NYMEX may unilaterally determine, on any Business Day, to reduce (including to reduce to zero) the Eligible Positions allocated to the other Clearing Organization for cross-margining with respect to any individual Cross-Margining Participant or with respect to all Cross-Margining Participants. A Clearing Organization that makes such a unilateral determination shall promptly notify the other Clearing Organization that it has done so. CME shall inform NYMEX, and NYMEX B. FICC shall inform CME, and CME shall inform FICC, of the exact method methodology used to calculate the amount of Eligible Positions and the Margin requirements with respect theretoits Residual Positions. CME shall inform NYMEX, and NYMEX FICC shall inform CME, and CME shall inform FICC, of any non-non- emergency changes change in the methodology used to make such calculations no less than 30 calendar days prior to implementation of such change, with the understanding that this obligation to provide advance notice of changes in such method margin methodology used in calculating Residual Positions shall not limit either Clearing Organization’s rights under the preceding paragraph or its 's right under Section 5(c5(d) below to determine its actual Margin requirements with respect to a Cross-Margining Participant’s 's Eligible Positions. CME shall inform NYMEX, and NYMEX shall inform CME, FICC in advance (and to the extent practicable, not less than 30 calendar days in advance) of any non-emergency change to the contract specifications of their respective CBOT Eligible Products and CME Eligible Products. Each Clearing Organization FICC shall inform CME in advance (and to the other as soon as reasonably practicable extent practicable, not less than 30 calendar days in advance) of any non- emergency change changes to the remaining maturity buckets in the list of FICC Eligible Products. In addition, both FICC and CME shall promptly inform each other of changes to either their Margin Rates or Margin amounts required per Eligible Position. Notwithstanding any other provision of this Agreement, each of FICC and CME may unilaterally determine, on any Business Day, to reduce (including to reduce to zero) the method used to calculate Eligible Residual Positions or and the corresponding Residual Margin requirements Amounts that it makes available for cross-margining with respect thereto, to an individual Cross-Margining Participant or with respect to contract specifications all Cross-Margining Participants. The effect of any Eligible Productsuch action on the Guaranties shall be governed by Sections 8A(f) and 8B(f). (b) If a Cross-Margining Participant has only long Applicable Residual Margin Amounts at FICC and CME or only short Applicable Residual Margin Amounts at FICC and CME, then there will be no Applicable Residual Margin Amounts Used. To the extent that the Cross-Margining Participant has long Applicable Residual Margin Amounts at FICC in one or more Offset Classes and short Applicable Residual Margin Amounts at CME in one or more Offset Classes, or vice versa, then the Applicable Residual Margin Amount Used shall be determined as follows: Offset will first occur between the pair of Offset Classes with the lowest Disallowance Factor . Subsequent unused offsets, if any, will generally occur between pairs of Offset Classes in order of increasing Disallowance Factors. The Applicable Residual Margin Amount Used at each Clearing Organization in the cross-margining offset between a pair of Offset Classes shall be the smaller of the long Applicable Residual Margin Amount or the short Applicable Residual Margin Amount in the pair of Offset Classes. Such Applicable Residual Margin Amounts Used shall be reduced by the product of the Applicable Residual Margin Amount Used and the greater of the applicable Disallowance Factor or the Minimum Margin Factor to derive the Margin Offset with respect to each pair of Offset Classes. The Cross-Margining Reduction for a Cross-Margining Participant at each Clearing Organization shall be equal to the sum of the Margin Offsets and shall be the same amount at each Clearing Organization. (c) The following shall occur in the case of a Cross-Margining Participant of CME that is also a Cross-Margining Participant of one or more Other COs: In order to determine the Applicable Residual Margin Amount Used, the Applicable Residual Margin Amounts of the Cross-Margining Participant in Offset Classes at FICC shall be allocated in order of increasing Disallowance Factors, subject to Section 5(e) of this Agreement. In the event that more than one Other CO, including for this purpose CME, has Applicable Residual Margin Amounts with equally beneficial Disallowance Factors, FICC shall generally allocate its Applicable Residual Margin Amounts on a pro rated basis based on the Applicable Residual Margin Amounts computed by FICC for each such clearing organization in relation to the aggregate Applicable Residual Margin Amounts computed by FICC for all clearing organizations for that particular Disallowance Factor. The proportion of the Cross-Margining Participant’s Applicable Residual Margin Amounts at FICC that is offset against the Cross-Margining Participant’s Applicable Residual Margin Amounts at CME shall be referred to hereafter as CME’s “Pro Rata Share” for such Cross-Margining Participant per Offset Class. The Pro Rata Share for each Other CO shall be similarly determined. Such Applicable Residual Margin Amounts Used shall be reduced by the product of the Applicable Residual Margin Amount Used and the greater of the applicable Disallowance Factor or the Minimum Margin Factor to derive the Margin Offset with respect to each pair of Offset Classes. An illustrative example of FICC’s allocation of its Applicable Residual Margin Amounts is shown in Appendix F hereto. The example is intended as an aid to interpretation of the verbal description of the allocation as set forth in this Agreement. In the event of an inconsistency between the provisions of the main part of this Agreement and Appendix F, the provisions of the main part of this Agreement shall govern. Notwithstanding any other provision of this Agreement, FICC reserves the right to disregard the foregoing prioritization based on increasing Disallowance Factors and/or the pro rata allocation among CME and NYMEX agree Other COs and to increase or decrease, including to decrease to zero, the Applicable Residual Margin Amounts that it allocates to CME with respect to one or more Cross-Margining Participants if, in FICC's sole discretion, such increase or decrease is appropriate in view of unusual circumstances affecting CME, an Other CO, the Cross-Margining Participant or its Cross-Margining Affiliate, the Eligible Positions at CME or an Other CO, or otherwise. In such an event, the CME's Pro Rata Share shall be the proportion of the Cross-Margining Participant's Applicable Residual Margin Amounts at FICC that is actually offset against the Cross-Margining Participant's Applicable Residual Margin Amounts at CME. The effect of such action on the Guaranties shall be governed by Sections 8A(f) and 8B(f) of this Agreement. (d) Although it is contemplated that FICC and CME may reduce a Cross-Margining Participant’s actual 's Margin requirement with in respect to the of Eligible Positions in an by the amount equal to the Cross-Margining Reduction. The CME and NYMEX agree to jointly monitor the relative size of the Cross-Margining Reductions and agree to work together Reduction in good faith to modify reliance upon the calculation in the event of any significant disparity between the Clearing Organizations’ Cross-Margining Reductions. Notwithstanding the foregoing provisions of this paragraph, the CME shall require an additional amount of actual Margin (the “Supplemental Margin”) with respect to the Eligible Positions of each Cross-Margining Participant it margins to take into account risks that may be associated with certain CME Eligible Products that contain components that are not-related to any NYMEX Eligible Product. The amount Guaranty of the Supplemental Margin required by the CME shall other as set forth in Sections 8A and 8B below, nothing in this Agreement will be computed according to the method mutually agreed upon by CME and NYMEX. (c) construed as requiring any such reduction. Notwithstanding any other provision of this Agreement, each Clearing Organization may unilaterally determine its actual Margin requirements in respect of a Cross-Margining Participant’s 's Eligible Positions taking into consideration market conditions, the financial condition of a Cross-Margining Participant (or its Cross-Margining Affiliate), the size of positions carried by a Cross-Margining Participant (or its Cross-Margining Affiliate) or any other factor or circumstance deemed by it to be relevant, but in no event shall a Clearing Organization reduce the actual Margin requirement of a Cross-Margining Participant by more than the Cross-Margining Reduction. Without limiting the generality of the foregoing, FICC shall have the right to reduce the Cross-Margining Reduction of a FICC Cross-Margining Participant to compensate for risks associated with the time value of any options on futures that may be included within the Used Positions. In addition to any notices required under Sections 6(a) and 7 of this Agreement, each Clearing Organization shall promptly notify the other in the event that it chooses not to reduce a Cross-Margining Participant’s Margin requirement by the amount of the Cross-Margining Reduction. Such action by one or both of the Clearing Organizations shall not affect the Guaranty as in effect at that time with respect to the particular Cross-Margining Participant as set forth in Sections 8A and 8B. CME and NYMEX FICC shall each determine to its own satisfaction that the Margin it requires in respect of a Cross-Margining Participant’s Eligible 's Residual Positions, together with the Guaranty of the other Clearing Organization, is adequate to protect itself. In general, any such unilateral determination of a Clearing Organization’s Margin requirements with respect to a Cross-Margining Participant’s Eligible Positions may only result in an increase to a Cross-Margining Participant’s Margin requirement. However, if a Clearing Organization makes a unilateral determination to increase the amount of Cross-Margining Reduction given to a Cross-Margining Participant on its Offsetting Positions, then the amount of such “Additional Cross-Margining Reduction” shall be added to the calculation of the amount of proceeds from the liquidation of Margin collateral that is associated with the Offsetting Positions when determining whether the Defaulting Member has a Net Surplus or Net Loss in accordance with Section 7 of this Agreement. In the event that a Margin requirement with respect to a Cross-Margining Participant’s Eligible Positions is unilaterally modified by a Clearing Organization, such Clearing Organization shall promptly provide notice of the change to the other Clearing Organization. Absent gross negligence or willful misconduct, neither no Clearing Organization shall have liability to the any other Clearing Organization or to any other person based solely upon an allegation or the fact that any information given or calculated by such Clearing Organization pursuant to this Section 5 of this the Agreement was inaccurate or inadequate. As used in the preceding sentence, the term “Clearing Organization” means FICC, CME, and Other COs. The liability of CME and FICC to any Cross-Margining Participant, Cross-Margining Affiliate or third party shall be as further provided in the CME Rules and the FICC Rules. (e) Any calculation of a Cross-Margining Reduction Reduction, including without limitation any order of offset between possible pairs of Offset Classes (including offsets between FICC and CME Offset Classes and between FICC and Other CO Offset Classes) provided for in Section 5 of this Agreement shall not result in any guarantee to any Cross-Margining Participant that such calculation will yield any, or the highest possible, Cross-Margining Reduction. (f) Illustrative examples of the calculation of Cross-Margining Reductions are set forth on Appendix G hereto. The examples are intended as an aid to interpretation of the verbal description of those calculations as set forth in this Agreement. In the event of an inconsistency between the provisions of the main part of this Agreement and Appendix G, the provisions of the main part of this Agreement shall govern.

Calculation of the Cross-Margining Reduction. (a) On each Business Day on and after the Effective Date, CME and NYMEX shall each run one or more margin cycles as each Clearing Organization’s business needs require. Such margin cycles need not occur simultaneously. At the conclusion of a specified margin cycle(s) (as set forth in Appendix F hereto) the Clearing Organizations will each calculate a total Cross-Margining Reduction with respect to each Cross-Margining Participant’s Offsetting Positions using the Cross Margin Spread Credit Rate(s) and Cross Margin Spread(s) as described in Section 4 of the Agreement. With respect to the agreed upon Cross Margin Spread(s), the Clearing Organizations shall calculate the outright margin requirement currently required by each Clearing Organization on its leg of the Cross Margin Spread. For each recognized Cross Margin Spread, the amount of the Cross-Margining Reduction shall be limited to the agreed upon Cross Margin Spread Credit Rate times the lower of (a) CME’s outright margin requirement on its leg of the Cross Margin Spread or (b) NYMEX’s outright margin requirement on its leg of the Cross Margin Spread. The sum of the Cross-Margining Reductions for each recognized Cross Margin Spread shall be the total Cross-Margining Reduction on the Offsetting Positions. The CME shall use its SPAN® margining program and NYMEX shall also use the SPAN® margining program or some other agreed upon method to make such calculations. Both CME and NYMEX shall promptly inform each other of changes to the margin rates applicable to the Eligible Products. Portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with the Securities and Exchange Commission. The omissions have been indicated by “[***Redacted***]”, and the omitted text has been filed separately with the Securities and Exchange Commission. Attached as Appendix E are non-exhaustive examples that illustrate how the Cross-Margining Reduction will be calculated. In the event of inconsistency between Appendix E and the provisions of the main part of this Agreement, the main part of the Agreement shall control. If an Eligible Product is cross-marginable with more than one other contract across more than one other clearing organization, a particular Eligible Position may only be allocated to a single clearing organization (including the other Clearing Organization to this Agreement). Allocation of Eligible Positions shall, where possible, be accomplished in a manner that maximizes the cross-margin benefits for Cross-Margining Participants. In making a request for payment under the terms of this Agreement, either Clearing Organization shall demonstrate the impact of any other agreement or agreements in respect of the Eligible Products on its Net Loss. Notwithstanding any other provision of this Agreement, each of CME and NYMEX may unilaterally determine, on any Business Day, to reduce (including to reduce to zero) the Eligible Positions allocated to the other Clearing Organization for cross-margining with respect to any individual Cross-Margining Participant or with respect to all Cross-Margining Participants. A Clearing Organization that makes such a unilateral determination shall promptly notify the other Clearing Organization that it has done so. CME shall inform NYMEX, and NYMEX shall inform CME, of the exact method used to calculate the amount of Eligible Positions and the Margin requirements with respect thereto. CME shall inform NYMEX, and NYMEX shall inform CME, of any non-emergency changes in such calculations no less than 30 days prior to implementation of such change, with the understanding that this obligation to provide advance notice of changes in such method shall not limit either Clearing Organization’s rights under the preceding paragraph or its right under Section 5(c) below to determine its actual Margin requirements with respect to a Cross-Margining Participant’s Eligible Positions. CME shall inform NYMEX, and NYMEX shall inform CME, in advance (and to the extent practicable, not less than 30 calendar days in advance) of any non-emergency change to the contract specifications of their respective Eligible Products. Each Clearing Organization shall inform the other as soon as reasonably practicable of any emergency change to either the method used to calculate Eligible Positions or the Margin requirements with respect thereto, or to contract specifications of any Eligible Product. (b) The CME and NYMEX agree to reduce a Cross-Margining Participant’s actual Margin requirement with respect to the Eligible Positions in an amount equal to the Cross-Margining Reduction. The CME and NYMEX agree to jointly monitor the relative size of the Cross-Margining Reductions and agree to work together in good faith to modify the calculation in the event of any significant disparity between the Clearing Organizations’ Cross-Margining Reductions. Notwithstanding the foregoing provisions of this paragraph, the CME shall require an additional amount of actual Margin (the “Supplemental Margin”) with respect to the Eligible Positions of each Cross-Margining Participant it margins to take into account risks that may be associated with certain CME Eligible Products that contain components that are not-related to any NYMEX Eligible Product. The amount of the Supplemental Margin required by the CME shall be computed according to the method mutually agreed upon by CME and NYMEX. Portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with the Securities and Exchange Commission. The omissions have been indicated by “[***Redacted***]”, and the omitted text has been filed separately with the Securities and Exchange Commission. (c) Notwithstanding any other provision of this Agreement, each Clearing Organization may unilaterally determine its Margin requirements in respect of a Cross-Margining Participant’s Eligible Positions taking into consideration market conditions, the financial condition of a Cross-Margining Participant (or its Cross-Margining Affiliate), the size of positions carried by a Cross-Margining Participant (or its Cross-Margining Affiliate) or any other factor or circumstance deemed by it to be relevant. CME and NYMEX shall each determine to its own satisfaction that the Margin it requires in respect of a Cross-Margining Participant’s Eligible Positions, together with the Guaranty of the other Clearing Organization, is adequate to protect itself. In general, any such unilateral determination of a Clearing Organization’s Margin requirements with respect to a Cross-Margining Participant’s Eligible Positions may only result in an increase to a Cross-Margining Participant’s Margin requirement. However, if a Clearing Organization makes a unilateral determination to increase the amount of Cross-Margining Reduction given to a Cross-Margining Participant on its Offsetting Positions, then the amount of such “Additional Cross-Margining Reduction” shall be added to the calculation of the amount of proceeds from the liquidation of Margin collateral that is associated with the Offsetting Positions when determining whether the Defaulting Member has a Net Surplus or Net Loss in accordance with Section 7 of this Agreement. In the event that a Margin requirement with respect to a Cross-Margining Participant’s Eligible Positions is unilaterally modified by a Clearing Organization, such Clearing Organization shall promptly provide notice of the change to the other Clearing Organization. Absent gross negligence or willful misconduct, neither Clearing Organization shall have liability to the other Clearing Organization or to any other person based solely upon an allegation or the fact that any information given or calculated pursuant to Section 5 of this Agreement was inaccurate or inadequate. Any calculation of a Cross-Margining Reduction provided for in Section 5 of this Agreement shall not result in any guarantee to any Cross-Margining Participant that such calculation will yield any, or the highest possible, Cross-Margining Reduction.