Common use of Revocation or Withdrawal of Plan Clause in Contracts

Revocation or Withdrawal of Plan. (a) The Debtors may revoke, withdraw, or delay consideration of the Plan prior to the Confirmation Date, either entirely or with respect to one or more of the Debtors, and to file subsequent amended plans of reorganization. If the Plan is revoked, withdrawn, or delayed with respect to fewer than all of the Debtors, such revocation, withdrawal, or delay shall not affect the enforceability of the Plan as it relates to the Debtors for which the Plan is not revoked, withdrawn, or delayed. If the Debtors revoke the Plan in its entirety, the Plan shall be deemed null and void. In such event, nothing herein shall be deemed to constitute a waiver or release of any Claim by or against the Debtors or any other Person or to prejudice in any manner the rights of the Debtors or any other Person in any further proceedings involving the Debtors. (b) Notwithstanding the foregoing Section 12.7(a), if the Debtors take any action to attempt to withdraw such Plan from the docket of the Bankruptcy Court or the Debtors refuse, for any reason, to take any and all commercial reasonable actions to implement or support the Restructuring Transactions, then: (a) immediately, at such time and without any further order of the Court, the Debtors will no longer be proponents of this the Plan and the Second Lien Group and the Unsecured Notes Group will become proponents of this Plan; provided, that if the exclusive periods of the Debtors have not been terminated as of such time, the Debtors shall remain nominal proponents of the Plan solely for the purposes of section 1121 until the expiration or termination of such exclusive periods; and (b) any and all provisions and consent rights or requirement that any document or transaction be “acceptable” or other terms under this Plan referencing “Weil,” the “Debtor,” or the “Debtors” are, and shall continue to be, in full force and effect with respect to the Consenting Creditors (as defined under the Restructuring Support Agreement) as if such provisions were written without reference to “Weil,” the “Debtor,” or the “Debtors.”

Revocation or Withdrawal of Plan. (a) The Debtors may revoke, withdraw, 1. Revocation or delay consideration Withdrawal of the Plan prior with Respect to the Confirmation DateTCEH Debtors and EFH Shared Services Debtors. Subject to the Plan Support Agreement, either entirely or with respect to one or more the New EFH/EFIH Plan Support Agreement, and the Merger Agreement, each of the TCEH Debtors and EFH Shared Services Debtors, and to file subsequent amended plans including, in the case of reorganization. If the Plan is revoked, withdrawn, or delayed with respect to fewer than all of the any Conflict Matter between any Debtors, such revocationeach TCEH Debtor or EFH Shared Services Debtor acting at the direction of its respective Disinterested Director or Manager and without the consent of any other Debtor, withdrawal, reserves the right to revoke or delay shall not affect the enforceability of withdraw the Plan as it relates applies to the TCEH Debtors and EFH Shared Services Debtorsbefore the Confirmation Date and to File subsequent plans for which any reason, including to the extent the Debtors receive a higher or otherwise better offer than what is provided for in the Plan, or if pursuing Confirmation of the Plan is would be inconsistent with any Debtor’s fiduciary duties; provided, however, that the Debtors shall not revokedseek to revoke or withdraw the Plan with respect to the TCEH Debtors without the consent of the TCEH Supporting First Lien Creditors (such consent not to be unreasonably withheld); provided further, withdrawnhowever, that the Debtors may withdraw support of the Plan with respect to the TCEH Debtors without any party’s consent. 2. Revocation or delayedWithdrawal of the Plan with Respect to the EFH Debtors and EFIH Debtors. Each EFH Debtor and EFIH Debtor reserves the right to revoke or withdraw the Plan as it applies to the EFH Debtors and the EFIH Debtors only to the extent permitted by the terms of the New EFH/EFIH Plan Support Agreement and the Merger Agreement. 3. Consequence of Withdrawal of the Plan. If any of the Debtors revoke or withdraw the Plan, or if Confirmation or Consummation does not occur, then: (1) the Plan shall be null and void in its entirety, all respects; (2) any settlement or compromise embodied in the Plan (other than the Settlement embodied in the Settlement Agreement), assumption or rejection of Executory Contracts or Unexpired Leases effected under the Plan, and any document or agreement executed pursuant to the Plan, shall be deemed null and void. In such event, ; and (3) nothing herein shall be deemed to contained in the Plan shall: (a) constitute a waiver or release of any Claim by Claims, Interests, or against the Debtors or any other Person or to Causes of Action; (b) prejudice in any manner the rights of the Debtors such Debtor or any other Person in Entity; or (c) constitute an admission, acknowledgement, offer, or undertaking of any further proceedings involving the Debtors. (b) sort by such Debtor or any other Entity. Notwithstanding the foregoing Section 12.7(a)and for the avoidance of doubt, if (i) the Debtors take any action to attempt to withdraw such Plan from Settlement embodied in the docket of the Bankruptcy Court or the Debtors refuse, for any reason, to take any and all commercial reasonable actions to implement or support the Restructuring Transactions, then: (a) immediately, at such time and without any further order of the Court, the Debtors will no longer be proponents of this the Plan and the Second Lien Group and the Unsecured Notes Group will become proponents of this Plan; provided, that if the exclusive periods of the Debtors have not been terminated as of such time, the Debtors Settlement Agreement shall remain nominal proponents of the Plan solely for the purposes of section 1121 until the expiration or termination of such exclusive periods; and (b) any and all provisions and consent rights or requirement that any document or transaction be “acceptable” or other terms under this Plan referencing “Weil,” the “Debtor,” or the “Debtors” are, and shall continue to be, in full force and effect and the failure of Confirmation or Consummation to occur with respect to any or all Debtors shall not affect the Consenting Creditors Settlement or any provisions of the Settlement Agreement and (as defined under ii) if the Restructuring Support AgreementSpin-Off is effectuated, the Approval Order shall remain in full force and effect and the failure of Confirmation or Consummation to occur with respect to any Debtor (other than a TCEH Debtor) as if such provisions were written without reference to “Weil,” shall not affect the “Debtor,” Approval Order or the “DebtorsTax Matters Agreement.”