CONFIDENTIAL© Copyright Seal Software Limited. All Rights Reserved Contract Discovery and Analytics SR14-1: Resolution and Recovery Planning Seal Software: The Flexible Regulatory Contract Platform

Recovery and Resolution Planning: SR  Prompted by the financial crisis of  Provides regulators insight into how a “systemically important financial institution” (SIFI) can recover in a stressed economic scenario  International firm contingency and resolution plans are required  Requires an “Annual Resolution and Recovery Plan” to be submitted to FRB, FDIC, and FSOC  Daily, monthly and quarterly data guidelines for collateral management, payment, clearing and settlement (PCS), and liquidity and funding  Phased approach with the first deadline July 2017

3  Info in third-party contracts, including the provider, provider’s location, service(s), provided, legal entities that are a party to or a beneficiary of the contract, and key contractual rights  Legal agreement information, including parties to the agreement and key terms and interdependencies  Service level agreements between affiliates  Agreements and other legal documents related to property, technology systems, software and IP rights  Updated legal records for domestic and foreign entities  Guarantees, cross holdings, financial commitments and other transactions between material entities Mandatory Information

Finding the information 1. Where are my contracts and what’s in them? 4 Are my contracts searchable? How do I get flexible access to key terms needed for reporting across a wide range of agreement types? 2. What process should I deploy to effectively report in a timely basis? 3. What is the mix of services and technology needed? Do I have all of my documents?

Traditional approach: Manual contract reviews  Often a process of reading every contract and tracking the results in spreadsheets  Can take many months at high cost  It is a subjective review – different results by reviewer  Non repeatable – when any aspect of SR14-1 is added or modified, you must start over 5

A better approach: Seal Software 6  Locates and categorizes contracts from across the organization  Extracts >50 data elements out-of-the-box. Indexes and enhances the data  Data can be searched, sorted, and compared with approved language  Seal is an analytics platform so business users can easily search for terms and provisions specific to SR14-1  Adaptable and flexible. When the regulation changes, Seal will find the needed information

Seal for SR14-1  Finds contracts and creates a single view from across multiple data sources  Automatically extracts key SR14-1 terms – saving time and money on heavy reviews  Leverages your existing data – which is maintained and enriched  Designed for high scalability – processes up to 1.5M docs per day  Data is presented in an integrated and flexible visualization tool for SR14-1 reporting  Uses industry-leading Qlik technology or your own  Contract regulatory platform for other regulations 7

 Party name  Legal Entity  Agreement Type  Governing Law  Key Dates  Term  Product / Services  Intermediaries  Party / Counterparty Sample contract terms for RRP  Amendment Reference  Signed  Default Terms  Termination Terms  Netting  Conditional scenarios  Credit Support  Bankruptcy  Disputes A number of additional terms are required under most groups

 Termination Events: Identify termination language, ratings and triggers  Collateral Management: Identify collateral types  Service Level Agreement & Financial Market Utilities: Identify intercompany and market utility SLAs Example RRP contract scenarios that Seal addresses Termination Events: Scenario Analysis Collateral Management: Haircuts

 Cross-Default and Cross-Acceleration: Identify large volumes of diverse financial contracts and relevant clauses  Guaranties: Identify guarantees to calculate exposure to a counterparty Guaranties Cross – Default or Acceleration: Example RRP contract scenarios that Seal addresses

Seal and our consulting partners make a compelling regulatory solution 11 Consulting partners wrap Seal with the following:  As Is and To Be process design  Establish existing contract landscape and gaps  Overall program management  Contract review and triage  Support hardcopy documents  Ensure key reporting requirements are met  Added resources to accelerate various activities  Ongoing BPO services as needed

Initiative: Planning and prep for RRP reporting  Build central repository for 700k+ contracts  Consolidate contracts from 30+ global BUs using 8 contract systems, additional file shares and hardcopy documents  Automate reporting of contractual risk and obligations to internal management, risk team, and federal regulators  Eight month timeframe to automate regulatory reporting Solution: Seal Software  Seal found all relevant contracts and made them fully searchable  All contracts were categorized and migrated into a centralized repository for easy access  The critical contract terms were extracted and indexed for analysis  Seal’s reporting tool was used to present data to key stakeholders and to satisfy reporting requirements  Seal now manages all the contract data and will be used on going to better manage changing regulations, business, events, and to remove liabilities and risk from their contract portfolio Case Study – Large SIFI Bank

 Seal Software is a critical contract regulatory platform that will flex as the business and regulations evolve  Seal helps consolidate all critical documents and extracts key terms to comply with regulatory requirements (saving years of manual effort)  Seal works with Tier I consulting firms to provide an end to end solution for SIFI and other financial organizations Summary