Common use of Agreement Effective Date Clause in Contracts

Agreement Effective Date. This Agreement shall become effective and binding upon the Debtors and a Party, at 12:00 a.m., prevailing Eastern Time, on the first date on which: (a)(i) the Debtors and such Party shall have executed and delivered counterpart signature pages of this Agreement to each other and (ii) either: (A) where such Party is a Consenting First Lien Creditor, holders of at least 66 2/3% of the aggregate outstanding principal amount of the First Lien Credit Agreement Claims (determined without regard to any claims held by a person or entity that is an “insider” as that term is defined in section 101(31) of the Bankruptcy Code) shall have executed and delivered to the Debtors counterpart signature pages of this Agreement and the Debtors shall have indefeasibly paid the First Lien Credit Agreement Claims in the amount of $40 million; (B) where such Party is a Consenting Second Lien Creditor, holders of at least 50.1% of the outstanding principal amount of the Second Lien Note Claims (in each case determined without regard to any claims held by a person or entity that is an “insider” as that term is defined in section 101(31) of the Bankruptcy Code) shall have executed and delivered to the Debtors counterpart signature pages of this Agreement; or (C) where such Party is a Consenting Unsecured Creditor, holders of at least 50.1% of the outstanding principal amount of the Unsecured Senior Note Claims (in each case determined without regard to any claims held by a person or entity that is an “insider” as that term is defined in section 101(31) of the Bankruptcy Code) shall have executed and delivered to the Debtors counterpart signature pages of this Agreement; (b) such Party shall have extended the cleansing date in such Party’s non-disclosure agreements, if any, through and including four business days after the Agreement Effective Date; and (c) the Debtors have given notice to such Party and its counsel in accordance with Section 14.09 hereof that each of the foregoing conditions set forth in this Section 1, in each case, has been satisfied and this Agreement is effective; in each instance, on or before May 11, 2016 (such date, the “Agreement Effective Date”). For the avoidance of doubt, the obligations and rights of the Consenting Creditors and the Debtors described in this Agreement shall apply to any claims acquired by any Consenting Creditors in accordance with the Restructuring Transactions.

Agreement Effective Date. This Agreement shall become effective and binding upon each of the Debtors and a Party, Parties at 12:00 a.m., prevailing Eastern Time, on the first date (such date, the “Agreement Effective Date”) on which: (a)(i) the Debtors and such Party Company Parties shall have executed and delivered counterpart signature pages of this Agreement to each other and counsel to the Supporting Creditors; (ii) either: (A) where such Party is a Consenting First Lien Creditor, holders of at least 66 2/3% of the aggregate outstanding principal amount of the First Lien Credit Agreement Claims (determined without regard to any claims held by a person or entity that is an “insider” as that term is defined in section 101(31) of the Bankruptcy Code) shall have executed and delivered to the Debtors counterpart signature pages of this Agreement and the Debtors shall have indefeasibly paid the First Lien Credit Agreement Claims in the amount of $40 million; (B) where such Party is a Consenting Second Lien Creditor, holders of at least 50.1Original Parties holding greater than 50% of the outstanding principal amount of the Second Lien Note Term Loan Claims (in each case determined without regard to any claims held by a person or entity that is an “insider” as that term is defined in section 101(31) of the Bankruptcy Code) Original Parties shall have executed and delivered to counsel to the Debtors counterpart signature pages of this Agreement; or (Ciii) where such Party is a Consenting Unsecured Creditor, holders of at least 50.1the Original Parties holding greater than 50% of the outstanding principal amount of the Unsecured Senior Note RBL Claims (in each case determined without regard to any claims held by a person or entity that is an “insider” as that term is defined in section 101(31) of the Bankruptcy Code) Original Parties shall have executed and delivered to counsel to the Debtors counterpart signature pages of this Agreement; and (iv) the holders of 54.71% of the aggregate outstanding principal amount of the 2020 Notes, the 2023 Notes, and the 2021 Notes issued under the Prepetition Notes Indentures shall have executed and delivered to counsel to the Debtors counterpart signature pages of this Agreement; (b) such Party shall have extended the cleansing date in such Party’s non-disclosure agreements, if any, through and including four business days after the Agreement Effective Date; and (c) the Debtors Company Parties have given notice to such Party and its counsel to the Supporting Creditors in accordance with Section 14.09 10.09 hereof that each of the foregoing conditions set forth in this Section 1, in each case, has been satisfied satisfied, all signature pages held by such Company Parties as contemplated above shall have been released for attachment to the relevant agreements, and this Agreement is effectivedeclared effective as to all Parties; in each instance, (c) the Company Parties shall have paid all fees and expenses invoiced and required to be paid pursuant to Section 9 hereof. If the Agreement Effective Date shall not have occurred on or before May 11June 14, 2016 2019, all signature pages referred to in this Section 1 shall be returned to the Party providing the same and this Agreement, and all documents to which such signature pages apply (such dateexcluding, the “Agreement Effective Date”). For for the avoidance of doubt, the obligations and rights of the Consenting Creditors Original RSA and the Debtors described Definitive Documentation (as defined in the Original RSA)), shall have no force or effect.4 Upon the Agreement Effective Date, this Agreement shall apply to any claims acquired by any Consenting Creditors amend and restate the Original RSA in accordance with the Restructuring Transactionsits entirety.

Agreement Effective Date. This Agreement shall become effective and binding upon the Debtors and a each other Party, at 12:00 12:01 a.m., prevailing Eastern Time, on the first date on which: (a)(ia) (i) the Debtors and such Party shall have executed and delivered counterpart signature pages of this Agreement to each other NRG and counsel to the Consenting Noteholders, (ii) either: (A) where such Party is a Consenting First Lien Creditor, holders of at least 66 2/3% of the aggregate outstanding principal amount of the First Lien Credit Agreement Claims (determined without regard to any claims held by a person or entity that is an “insider” as that term is defined in section 101(31) of the Bankruptcy Code) NRG shall have executed and delivered to the Debtors counterpart signature pages of this Agreement and to the Debtors shall have indefeasibly paid and counsel to the First Lien Credit Agreement Claims in the amount of $40 million; Consenting Noteholders, (Biii) where such Party is a Consenting Second Lien Creditor, holders of at least 50.1% of the outstanding principal amount of the Second Lien Note GAG Notes Claims (in each case determined without regard to any claims held by a person or entity that is an “insider” as that term is defined in section 101(31) of the Bankruptcy Code) shall have executed and delivered to the Debtors and NRG counterpart signature pages of this Agreement; or , and (Civ) where such Party is a Consenting Unsecured Creditor, holders of at least 50.1% of the outstanding principal amount of the Unsecured Senior Note GenOn Notes Claims (in each case determined without regard to any claims held by a person or entity that is an “insider” as that term is defined in section 101(31) of the Bankruptcy Code) shall have executed and delivered to the Debtors and NRG counterpart signature pages of this Agreement; and (b) such Party the Backstop Parties and GenOn shall have extended executed a commitment letter for the cleansing date in such Party’s non-disclosure agreements, if any, through and including four business days after the Agreement Effective Date; and (c) the Debtors have given notice to such Party and its counsel in accordance with Section 14.09 hereof that each of the foregoing conditions set forth in this Section 1, in each case, has been satisfied and this Agreement is effective; in each instance, on or before May 11, 2016 Backstop Financing (such date, the “Agreement Effective Date”); provided, that any holder of GenOn Notes Claims or any holder of GAG Notes Claims may execute and deliver to the Debtors and NRG a counterpart signature page of this Agreement after the Agreement Effective Date and prior to the Petition Date, and thereby become a Consenting Noteholder hereunder. For the avoidance of doubt, the obligations and rights of the Consenting Creditors Noteholders, NRG, and the Debtors described in this Agreement shall apply to any claims acquired by any Consenting Creditors Noteholders in accordance with the Restructuring Transactionsthis Agreement.