Common use of Agreement Effective Date Clause in Contracts

Agreement Effective Date. This Agreement shall become effective and binding upon each of the Parties at 12:00 a.m., prevailing Eastern Time, on the date (such date, the “Agreement Effective Date”) on which: (a)(i) the Company Parties shall have executed and delivered counterpart signature pages of this Agreement to counsel to the Supporting Creditors; (ii) the Original Parties holding greater than 50% of the outstanding principal amount of the Term Loan Claims held by the Original Parties shall have executed and delivered to counsel to the Debtors counterpart signature pages of this Agreement; (iii) the Original Parties holding greater than 50% of the outstanding principal amount of the RBL Claims held by the 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) the Company Parties have given notice to counsel to the Supporting Creditors in accordance with Section 10.09 hereof that each of the foregoing conditions set forth in this Section 1, in each case, has been 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 declared effective as to all Parties; (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 June 14, 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 (excluding, for the avoidance of doubt, the Original RSA and the Definitive Documentation (as defined in the Original RSA)), shall have no force or effect.4 Upon the Agreement Effective Date, this Agreement shall amend and restate the Original RSA in its entirety.

Agreement Effective Date. This Agreement shall become effective and binding upon each of the Parties Debtors and a Party, at 12:00 a.m., prevailing Eastern Time, on the first date (such date, the “Agreement Effective Date”) on which: (a)(i) the Company Parties Debtors and such Party shall have executed and delivered counterpart signature pages of this Agreement to counsel to the Supporting Creditors; each other and (ii) either: (A) where such Party is a Consenting First Lien Creditor, holders of at least 66 2/3% of the Original Parties holding greater than 50aggregate 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 Term Loan 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 Original Parties Bankruptcy Code) shall have executed and delivered to counsel to the Debtors counterpart signature pages of this Agreement; or (iiiC) the Original Parties holding greater than 50where such Party is a Consenting Unsecured Creditor, holders of at least 50.1% of the outstanding principal amount of the RBL 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 Original Parties Bankruptcy Code) 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 Company Parties 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 to the Supporting Creditors in accordance with Section 10.09 14.09 hereof that each of the foregoing conditions set forth in this Section 1, in each case, has been satisfied, all signature pages held by such Company Parties as contemplated above shall have been released for attachment to the relevant agreements, satisfied and this Agreement is declared effective as to all Partieseffective; (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 in each instance, on or before June 14May 11, 20192016 (such date, 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 (excluding, for “Agreement Effective Date”). For the avoidance of doubt, the Original RSA obligations and rights of the Consenting Creditors and the Definitive Documentation (as defined Debtors described in the Original RSA)), shall have no force or effect.4 Upon the Agreement Effective Date, this Agreement shall amend and restate apply to any claims acquired by any Consenting Creditors in accordance with the Original RSA in its entiretyRestructuring Transactions.

Agreement Effective Date. This Agreement shall become effective and binding upon the Debtors and each of the Parties other Party, at 12:00 12:01 a.m., prevailing Eastern Time, on the first date (such date, the “Agreement Effective Date”) on which: (a)(ia) (i) the Company Parties Debtors shall have executed and delivered counterpart signature pages of this Agreement to NRG and counsel to the Supporting Creditors; Consenting Noteholders, (ii) NRG shall have executed and delivered counterpart signature pages of this Agreement to the Original Parties holding greater than 50Debtors and counsel to the Consenting Noteholders, (iii) holders of at least 50.1% of the outstanding principal amount of the Term Loan 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 Original Parties Bankruptcy Code) shall have executed and delivered to counsel to the Debtors and NRG counterpart signature pages of this Agreement; , and (iiiiv) the Original Parties holding greater than 50holders of at least 50.1% of the outstanding principal amount of the RBL 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 Original Parties Bankruptcy Code) shall have executed and delivered to counsel to the Debtors and NRG counterpart signature pages of this Agreement; and (ivb) the holders of 54.71% of the aggregate outstanding principal amount of the 2020 Notes, the 2023 Notes, Backstop Parties and the 2021 Notes issued under the Prepetition Notes Indentures GenOn shall have executed a commitment letter for the 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 delivered to counsel deliver to the Debtors and NRG a counterpart signature pages page of this Agreement; (b) the Company Parties have given notice to counsel to the Supporting Creditors in accordance with Section 10.09 hereof that each of the foregoing conditions set forth in this Section 1, in each case, has been 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 declared effective as to all Parties; (c) the Company Parties shall have paid all fees and expenses invoiced and required to be paid pursuant to Section 9 hereof. If after the Agreement Effective Date shall not have occurred on or before June 14, 2019, all signature pages referred to in this Section 1 shall be returned and prior to the Party providing the same and this AgreementPetition Date, and all documents to which such signature pages apply (excluding, for thereby become a Consenting Noteholder hereunder. For the avoidance of doubt, the Original RSA obligations and rights of the Consenting Noteholders, NRG, and the Definitive Documentation (as defined Debtors described in the Original RSA)), shall have no force or effect.4 Upon the Agreement Effective Date, this Agreement shall amend and restate the Original RSA apply to any claims acquired by any Consenting Noteholders in its entiretyaccordance with this Agreement.