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What is the significance of the ''maximum'' [[Notice - ISDA Provision|notice period]] of '''20 days''' that one may use to close out the {{isdama}}? Poor defaulted Counterparty is in pieces, on its knees, bleeding out, but really, as long as it gets ''some'' notice, does it really care how much? Surely, the longer the period, the more hope you have? While the agreement remains ''in'' termination but ''un''-terminated, ''en route'' to that crater in the ground ''but not there yet'' — the chance remains, however remote, that things will come right; that ''you'', its counterparty, will see sense, or unexpectedly discover the one compassionate bone in your body that, until now, has gone wholly unnoticed and, in a cloying bout of clemency, will change your mind and withdraw your notice of termination? Well, a little [[hedge fund]] can dream, can’t it? So why deprive it, and yourself, of that option?
What is the significance of the ''maximum'' [[Notice - ISDA Provision|notice period]] of '''20 days''' that one may use to close out the {{isdama}}? Poor defaulted Counterparty is in pieces, on its knees, bleeding out, but really, as long as it gets ''some'' notice, does it really care how much? Surely, the longer the period, the more hope you have? While the agreement remains ''in'' termination but ''un''-terminated, ''en route'' to that crater in the ground ''but not there yet'' — the chance remains, however remote, that things will come right; that ''you'', its counterparty, will see sense, or unexpectedly discover the one compassionate bone in your body that, until now, has gone wholly unnoticed and, in a cloying bout of clemency, will change your mind and withdraw your notice of termination? Well, a little [[hedge fund]] can dream, can’t it? So why deprive it, and yourself, of that option?


Now, this is deep [[ISDA]] lore. It is of the First {{sex|Men}}<ref>I know, I know — ''or'' women, but that spoils the Game of Thrones reference, you know?</ref>. As such — since they didn’t have a written tradition back in 1986; since legends were passed down orally from father to son<ref>See footnote 1 [[and/or]] get a life.</ref> and much has been lost to vicissitude and contingency — it is not a subject on which there is much commentary: That dreadful [[FT book about derivatives]] sagely notes that, usually, much ''less'' notice is given than 20 days (I mean, you don’t ''say'') but doesn’t give a reason for this curious outer bound, in the same way it doesn’t give a reason for much else in the {{isdama}} despite costing a monkey and that being its express purpose. Nor for that matter does the official ISDA User’s Guide to the 2002 {{isdama}}.  
Now, this is deep [[ISDA]] lore. It is of the [[First Men]]<ref>I know, I know — ''or'' women, but that spoils the ''Game of Thrones'' reference, you know?</ref> — yea, even the [[Children of the Forest]]. As such — since they didn’t have a written tradition back in 1986 and legends were passed down [[orally]] from father to son<ref>See footnote 1 [[and/or]] get a life.</ref> and much has been lost to vicissitude and contingency — it is not a subject on which there is much commentary: That dreadful [[FT book about derivatives]] sagely notes that, usually, much ''less'' notice is given than 20 days (I mean, you don’t ''say'') but doesn’t give a reason for this curious outer bound, in the same way it doesn’t give a reason for much else in the {{isdama}} despite costing a monkey and that being its express purpose. Nor, for that matter, does the official ISDA User’s Guide to the 2002 {{isdama}}.  


One is just expected to ''know''. Yet, in point of fact, no-one seems to.  And no-one wants to risk looking stupid by asking, right?
One is just expected to ''know''. Yet, in point of fact, no-one seems to.  And no-one wants to risk looking stupid by asking, right?


Well, companions, just not knowing things is not how we contrarians roll. We ''like'' looking stupid. It is flattering in some lights. So, in the absence of a credentialised, plausible reason<ref>And we have done our due diligence, you know: in coming to this conclusion the [[JC]] has consulted [[Magic circle law firm]] partners, [[managing director]]s, [[In-house lawyer|inhouse]] [[GC]]s and even a former [[general counsel]] of ISDA, all of whom swore me to secrecy but were as nonplussed as, let’s face it, ''you'' are about this baffling clause.</ref>, let us ''speculate''.
Well, companions, just not knowing things is not how we contrarians roll. We ''like'' looking stupid. Compared with plain old ignorance, it speaks to having at least put in some ''effort'', even if wasted: noble but futile toil is flattering in some lights. So, in the absence of a credentialised, plausible reason,<ref>And we have done our due diligence, you know: in coming to this conclusion the [[JC]] has consulted [[Magic circle law firm]] partners, [[managing director]]s, [[In-house lawyer|inhouse]] [[GC]]s and even a former [[general counsel]] of ISDA, all of whom swore me to secrecy but were as nonplussed as, let’s face it, ''you'' are about this baffling clause.</ref> let us ''speculate''.


Remember the {{isdama}} was invented by banking folk: people who who view the cosmos chiefly through the prism of [[indebtedness]]<ref>Hence, a {{isdaprov|Cross Default}} clause in the [[ISDA]]. Well — can you think of another reason for it?</ref>. A [[lender]] whose [[borrower]] has defaulted will not dilly dally: she will bang in a default notice and seize whatever assets she can get her hand in ''poste haste''. I lend, you owe. I don’t muck about. [[Breakage costs]] on a [[loan]] are easy to calculate and they are not especially volatile. There is nothing to be gained by waiting around: The longer I take to terminate my [[exposure]] , the larger it is likely to be.
Remember the {{isdama}} was invented by banking folk: people who who view the cosmos chiefly through the prism of [[indebtedness]]<ref>Hence, a {{isdaprov|Cross Default}} clause in the [[ISDA]]. Well — can you think of another reason for it?</ref>. A [[lender]] whose [[borrower]] has defaulted will not dilly dally: she will bang in a default notice and seize whatever assets she can get her hand in ''poste haste''. I lend, you owe. I don’t muck about. [[Breakage costs]] on a [[loan]] are easy to calculate and they are not especially volatile. There is nothing to be gained by waiting around: The longer I take to terminate my [[exposure]] , the larger it is likely to be.


But, but, but. [[ISDA|ISDAs]] are different. They are not, ''principally''<ref>{{hawf}}</ref>, a contract of [[indebtedness]], and while a large uncollateralised [[mark-to-market]] [[exposure]]<ref>Such as the sort you could have if it were 1987 and the [[credit support annex]] ''hadn't been invented''.</ref> is economically the ''same'' as indebtedness, the contract is [[bilateral]], and who is indebted at any time is dependent on the net exposure: it can and does swing around.
But, but, but. [[ISDA|ISDAs]] are different. They are not, ''principally'',<ref>{{hawf}}</ref> a contract of [[indebtedness]], and while a large uncollateralised [[mark-to-market]] [[exposure]]<ref>Such as the sort you could have if it were 1987 and the [[credit support annex]] ''hadn't been invented''.</ref> is economically the ''same'' as indebtedness, the contract is [[bilateral]], and who is indebted at any time is dependent on the net exposure: it can and does swing around.


Also, the [[mark-to-market]] exposure on [[swap]] {{isdaprov|transaction}} is a wildly volatile thing: With a [[loan]], less so: you know you have (a) principal, (b) accrued [[interest]] and (c) [[break costs]] — the last of which might be significant for a long term [[fixed rate]] [[loan]]<ref>But are there such things in this day and age? Serious question.</ref>, but generally will pale in comparison to the principal sum owed.
Also, the [[mark-to-market]] exposure on [[swap]] {{isdaprov|transaction}} is a wildly volatile thing: With a [[loan]], less so: you know you have (a) principal, (b) accrued [[interest]] and (c) [[break costs]] — the last of which might be significant for a long term [[fixed rate]] [[loan]]<ref>But are there such things in this day and age? Serious question.</ref>, but generally will pale in comparison to the principal sum owed.
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So a swap counterparty who terminates might be [[out of the money]], and disinclined to terminate just now, hoping that a more benign market environment might be just around the corner to dig it out of its hole so that when it does pull its trigger, the {{isdaprov|Close-Out Amount}} will be favourable. This is still taking quite the market punt on a bust counterparty — by means of a [[European Option - Equity Derivatives Provision|European option]]<ref>A correspondent writes pointing out — quite correctly — that, once an {{isdaprov|Event of Default}} has happened, the option to send a {{isdaprov|6(a)}} Notice is [[American option|''American'']]. So it is — thanks to Section {{isdaprov|2(a)(iii)}}, a potentially open ended one — until you convert it into something ''like'' a [[European option]] by sending the notice and specifying a date in the future on which it takes place.</ref> — of course, and not the sort of thing a prudent risk manager would do<ref>The silly [[FT book about derivatives|FT book]] is right about this, to be fair.</ref>, but I don’t suppose banking folk can be expected to have understood this in 1986.
So a swap counterparty who terminates might be [[out of the money]], and disinclined to terminate just now, hoping that a more benign market environment might be just around the corner to dig it out of its hole so that when it does pull its trigger, the {{isdaprov|Close-Out Amount}} will be favourable. This is still taking quite the market punt on a bust counterparty — by means of a [[European Option - Equity Derivatives Provision|European option]]<ref>A correspondent writes pointing out — quite correctly — that, once an {{isdaprov|Event of Default}} has happened, the option to send a {{isdaprov|6(a)}} Notice is [[American option|''American'']]. So it is — thanks to Section {{isdaprov|2(a)(iii)}}, a potentially open ended one — until you convert it into something ''like'' a [[European option]] by sending the notice and specifying a date in the future on which it takes place.</ref> — of course, and not the sort of thing a prudent risk manager would do<ref>The silly [[FT book about derivatives|FT book]] is right about this, to be fair.</ref>, but I don’t suppose banking folk can be expected to have understood this in 1986.


Actually, even ''that'' makes little sense, since such a counterparty wouldn't be obliged to close out at all, but could just suspend its obligations under Section {{isdaprov|2(a)(iii)}} - something which it can (or could, at any rate, when the 20 day notice period was devised, in 1987) do indefinitely.
Actually, even ''that'' makes little sense, since such a counterparty wouldn't be obliged to close out at all, but could just suspend its obligations under Section {{isdaprov|2(a)(iii)}} — something which it can (or could, at any rate, when the notice period was devised, in 1987) do indefinitely. To be sure, a {{isdaprov|2(a)(iii)}} suspension is just that — a suspension; should one come eventually to terminate the {{isdaprov|Transaction}}, those as-yet unperformed obligations will come back to haunt you as {{isdaprov|Unpaid Amount}}s, but at least here you retain control of the process and timing of close-out: it is an American option, not a European one. If you see the market moving against you, you can cash in your chips. So, ask yourself which is a bigger punt: that, the [[mark-to-market]] value you determine in 20 days — in a market that is likely to be a flaming wreck, by the way — better suits your book than the one you can actually trade on today, or on any day between now and that distant {{isdaprov|Early Termination Date}}.


So we get back to an alternative, more [[tedious]] explanation. It is pure [[flannel]].
So we get back to an alternative, more [[tedious]] explanation. It is pure [[flannel]].
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