H. R. 5585—6
or arrangement or other credit enhancement forming a part 
of or related to any swap agreement, or of any contractual 
right (as defined in section 560) to offset or net out any termi-
nation value, payment amount, or other transfer obligation 
arising under or in connection with 1 or more such agreements, 
including any master agreement for such agreements;’’; and 
(C) by striking paragraph (27) and inserting the fol-
lowing: 
‘‘(27) under subsection (a) of this section, of the exercise 
by a master netting agreement participant of any contractual 
right (as defined in section 555, 556, 559, or 560) under any 
security agreement or arrangement or other credit enhance-
ment forming a part of or related to any master netting agree-
ment, or of any contractual right (as defined in section 555, 
556, 559, or 560) to offset or net out any termination value, 
payment amount, or other transfer obligation arising under 
or in connection with 1 or more such master netting agreements 
to the extent that such participant is eligible to exercise such 
rights under paragraph (6), (7), or (17) for each individual 
contract covered by the master netting agreement in issue; 
and’’; and 
(3) in section 741(7)(A)—
(A) in clause (i)—
(i) by striking ‘‘mortgage loan or’’ and inserting 
‘‘mortgage loan,’’; and 
(ii) by inserting before the semicolon ‘‘(whether 
or not such repurchase or reverse repurchase trans-
action is a ‘repurchase agreement’, as defined in section 
101)’’; 
(B) in clause (iii)—
(i) by inserting ‘‘(including by novation)’’ after ‘‘the 
guarantee’’; and 
(ii) by inserting before the semicolon ‘‘(whether 
or not such settlement is in connection with any agree-
ment or transaction referred to in clauses (i) through 
(xi))’’; 
(C) in clause (viii), by striking ‘‘or (vii)’’ each place 
it appears and inserting ‘‘(vii), (viii), or (ix)’’; 
(D) by redesignating clauses (v) through (ix) as clauses 
(vii) through (xi), respectively; and 
(E) by inserting after clause (iv) the following: 
‘‘(v) any extension of credit for the clearance 
or settlement of securities transactions; 
‘‘(vi) any loan transaction coupled with a secu-
rities collar transaction, any prepaid forward secu-
rities transaction, or any total return swap trans-
action coupled with a securities sale transaction;’’. 
(b) LIMITATION OF AVOIDANCE POWERS UNDER MASTER NETTING 
AGREEMENT.—Section 546 of title 11, United States Code, is 
amended—
(1) in subsection (e)—
(A) by inserting ‘‘(or for the benefit of)’’ before ‘‘a com-
modity broker’’; and 
(B) by inserting ‘‘or that is a transfer made by or 
to (or for the benefit of) a commodity broker, forward con-
tract merchant, stockbroker, financial institution, financial 
participant, or securities clearing agency, in connection
H. R. 5585—7
with a securities contract, as defined in section 741(7), 
commodity contract, as defined in section 761(4), or forward 
contract,’’ after ‘‘securities clearing agency,’’; 
(2) in subsection (f)—
(A) by striking ‘‘that is a margin payment, as defined 
in section 741 or 761 of this title, or settlement payment, 
as defined in section 741 of this title,’’; and 
(B) by inserting ‘‘(or for the benefit of)’’ before ‘‘a repo 
participant’’; 
(3) in subsection (g), by inserting ‘‘(or for the benefit of)’’ 
before ‘‘a swap participant’’; and 
(4) in subsection (j), by inserting ‘‘(or for the benefit of)’’ 
after ‘‘made by or to’’. 
(c) SIPC STAY.—Section 5(b)(2)(C)(iii) of the Securities Investor 
Protection Act of 1970 (15 U.S.C. 78eee(b)(2)(C)(iii)) is amended—
(1) by inserting ‘‘a derivatives clearing organization (as 
defined in the Commodity Exchange Act), a multilateral 
clearing organization (as defined in the Federal Deposit Insur-
ance Corporation Improvement Act of 1991),’’ after ‘‘rule or 
bylaw of’’; and 
(2) by striking ‘‘or a securities clearance agency, a right 
set forth in a bylaw of a clearing organization or contract 
market’’ and inserting ‘‘a securities clearing agency, a contract 
market designated under the Commodity Exchange Act, a 
derivatives transaction execution facility registered under the 
Commodity Exchange Act, or a board of trade (as defined in 
the Commodity Exchange Act),’’. 
(d) SAVINGS CLAUSE.—Title IX of the Bankruptcy Abuse Preven-
tion and Consumer Protection Act of 2005 (Public Law 109–8, 
119 Stat. 146) is amended by adding at the end the following: 
‘‘SEC. 912. SAVINGS CLAUSE. 
‘‘The meanings of terms used in this title are applicable for 
the purposes of this title only, and shall not be construed or applied 
so as to challenge or affect the characterization, definition, or treat-
ment of any similar terms under any other statute, regulation, 
or rule, including the Gramm-Leach-Bliley Act, the Legal Certainty 
for Bank Products Act of 2000, the securities laws (as such term 
is defined in section 3(a)(47) of the Securities Exchange Act of 
1934), and the Commodity Exchange Act.’’. 
SEC. 6. WALKAWAY CLAUSES. 
(a) 
FDIC-INSURED
DEPOSITORY
INSTITUTIONS.—Section 
11(e)(8)(G) of the Federal Deposit Insurance Act (12 U.S.C. 
1821(e)(8)(G)) is amended by striking clause (ii) and inserting the 
following new clauses: 
‘‘(ii) LIMITED
SUSPENSION
OF
CERTAIN
OBLIGA-
TIONS.—In the case of a qualified financial contract 
referred to in clause (i), any payment or delivery obliga-
tions otherwise due from a party pursuant to the quali-
fied financial contract shall be suspended from the 
time the receiver is appointed until the earlier of—
‘‘(I) the time such party receives notice that 
such contract has been transferred pursuant to 
subparagraph (A); or 
‘‘(II) 5:00 p.m. (eastern time) on the business 
day following the date of the appointment of the 
receiver.
H. R. 5585—8
‘‘(iii) WALKAWAY CLAUSE DEFINED.—For purposes 
of this subparagraph, the term ‘walkaway clause’ 
means any provision in a qualified financial contract 
that suspends, conditions, or extinguishes a payment 
obligation of a party, in whole or in part, or does 
not create a payment obligation of a party that would 
otherwise exist, solely because of such party’s status 
as a nondefaulting party in connection with the insol-
vency of an insured depository institution that is a 
party to the contract or the appointment of or the 
exercise of rights or powers by a conservator or receiver 
of such depository institution, and not as a result of 
a party’s exercise of any right to offset, setoff, or net 
obligations that exist under the contract, any other 
contract between those parties, or applicable law.’’. 
(b) INSURED CREDIT UNIONS.—Section 207(c)(8)(G) of the Fed-
eral Credit Union Act (12 U.S.C. 1787(c)(8)(G)) is amended by 
striking clause (ii) and inserting the following new clauses: 
‘‘(ii) LIMITED
SUSPENSION
OF
CERTAIN
OBLIGA-
TIONS.—In the case of a qualified financial contract 
referred to in clause (i), any payment or delivery obliga-
tions otherwise due from a party pursuant to the quali-
fied financial contract shall be suspended from the 
time the liquidating agent is appointed until the earlier 
of—
‘‘(I) the time such party receives notice that 
such contract has been transferred pursuant to 
subparagraph (A); or 
‘‘(II) 5:00 p.m. (eastern time) on the business 
day following the date of the appointment of the 
liquidating agent. 
‘‘(iii) WALKAWAY CLAUSE DEFINED.—For purposes 
of this subparagraph, the term ‘walkaway clause’ 
means any provision in a qualified financial contract 
that suspends, conditions, or extinguishes a payment 
obligation of a party, in whole or in part, or does 
not create a payment obligation of a party that would 
otherwise exist, solely because of such party’s status 
as a nondefaulting party in connection with the insol-
vency of an insured credit union or the appointment 
of or the exercise of rights or powers by a conservator 
or liquidating agent of such credit union, and not as 
a result of a party’s exercise of any right to offset, 
setoff, or net obligations that exist under the contract, 
any other contract between those parties, or applicable 
law.’’.
H. R. 5585—9
SEC. 7. SCOPE OF APPLICATION. 
The amendments made by this Act shall not apply to any 
cases commenced under title 11, United States Code, or appoint-
ments made under any Federal or State law, before the date of 
the enactment of this Act.
Speaker of the House of Representatives.
Vice President of the United States and
President of the Senate.