Eligible bilateral netting agreement

1. An eligible bilateral netting agreement, which includes a master netting agreement, is a netting agreement with a counterparty which:
   1. provides the non-defaulting party the right to terminate and close out, in a timely manner, all transactions under the netting agreement upon an event of default, including in the event of insolvency or bankruptcy of the counterparty;[29]
   2. provides for the netting of gains and losses on transactions (including the value of any collateral) terminated and closed out under it, so that only a single net amount is owed by one party to the other;[30]
   3. allows for the prompt liquidation or set-off of collateral upon the event of default;
   4. is legally enforceable in each relevant jurisdiction regardless of whether the counterparty is insolvent or bankrupt; and
   5. does not include a walkaway clause (i.e. any clause which, in the event of default of a counterparty, permits a non-defaulting counterparty to make limited payments only, or no payments at all, to a defaulting party, even if the defaulting party is a net creditor).