Third party release letter
Independent practitioner’s assurance report to the directors of The London Metal Exchange (the ‘LME’) in respect of the LME’s compliance with the Benchmarks Regulation (EU) 2016/1011 for the period from 8 September 2020 to 31 December 2020 and the Benchmarks Regulation (EU) 2016/1011 as it forms part of domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (as amended by, including but not limited to, The Benchmarks (Amendment and Transitional Provision) (EU Exit) Regulations 2019) (‘BMR’) for the period 1 January 2021 to 31 December 2021 (collectively the ‘applicable BMR requirements’) and adherence to its published benchmark methodologies, with regards to its administration and calculation of the Official Prices; Closing Prices; Monthly Average Settlement Prices; Notional Average Prices; LMEprecious Reference Prices (until its cessation on 22 January 2021) and LPP Prices (collectively the ‘Benchmarks’) for the period from 8 September 2020 to 31 December 2021.
Ernst & Young LLP (‘EY’ or ‘we’) have been requested by the LME to provide you, the recipient company, firm or organisation (the ’Recipient’), with a copy of the report we prepared, on their instructions, on the LME’s compliance with the applicable BMR requirements and adherence to published benchmark methodologies, with regards to its administration of the Benchmarks for the period from 8 September 2020 to 31 December 2021 (the ‘Report).
The Report was prepared solely for the use of the LME and addressed issues specific to them. Accordingly, we may not have addressed issues of relevance to you. Further, the Report was concluded on 19 April 2022, and we have not undertaken any further work since that time. Material events may therefore have occurred which will not be reflected in the Report.
Whilst we are prepared to provide a copy of the Report to the Recipients, it is only on the basis that the Recipients acknowledges and agrees that:
- no EY Person accepts any responsibility nor shall have any liability in contract, tort or otherwise to any Recipient or any other third party in relation to the contents of the Report;
- any use a Recipient makes of the Report is entirely at its own risk;
- subject to the provisions of clause below, no Recipient shall disclose all or any part of the Report to any other person, by any means, or refer to EY or any EY Person in connection with the Report;
- all contents contained within the Report to the extent they relate to tax matters, including tax advice, tax opinions, tax returns, or the tax treatment or tax structure of any transaction (‘Tax Advice’) are provided solely for the information and internal use of the LME and may not be relied upon by anyone else (other than tax authorities who may rely on the information provided to them) for any purpose without EY's prior written consent. Notwithstanding any confidentiality obligations or other restrictions on disclosure contained in this agreement, a Recipient (and in the case of the Recipient Company its officers, directors, employees, agents and advisors) may disclose to any person or entity, without limitation, Tax Advice subject to first obtaining the written consent of the LME before making such disclosure. The Recipient shall also inform the other third party that it cannot rely on the Tax Advice for any purpose without EY's prior written consent;
- to the fullest extent permitted by applicable law and professional regulations, the Recipient shall indemnify the EY Persons against all claims by third parties and resulting liabilities, losses, damages, costs and expenses (including reasonable external and internal legal costs) arising out of a third party’s use of or reliance on the Report disclosed to it by or through a Recipient or at a Recipient’s request; and
- EY Persons shall be entitled to enforce these terms and conditions in accordance with the Contracts (Rights of Third Parties) Act 1999.
This agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.
Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.
For the purposes of this agreement “EY Persons” shall mean Ernst & Young LLP, any other member of the global network of Ernst & Young firms and any of their respective subcontractors, members, shareholders, directors, officers, partners, principals or employees (including but not limited to employees of Ernst & Young Services Limited). “EY Person” shall be construed accordingly.
If you wish to access the Report you should confirm your acceptance of and agreement to the terms of this agreement by clicking on “I AGREE” button below.
By clicking on the "I AGREE" button you signify that the Recipient agrees to be bound by these terms and conditions. You confirm that you are authorised to enter into this agreement on behalf of the Recipient and that once you click on the “I AGREE” button below this agreement is legally binding on, and enforceable against, the Recipient. Such acceptance and agreement shall be deemed to be as effective as a written signature provided manually by you, for and on behalf of the Recipient, and shall be deemed to satisfy any requirements of any applicable law to create a legally enforceable contract, notwithstanding that the agreement is written and accepted electronically.