Common use of GENERAL PROVISIONS REGARDING THE PLAN Clause in Contracts

GENERAL PROVISIONS REGARDING THE PLAN. Injunction Except as otherwise expressly provided in the Plan or the Confirmation Order or for obligations or distributions issued or required to be paid pursuant to the Plan or the Confirmation Order, all Entities who have held, hold, or may hold the Released Claims are permanently enjoined, from and after the Plan Effective Date, from taking any of the following actions against, as applicable, the Debtors, the Reorganized Debtors, the Exculpated Parties, or the Released Parties: (1) commencing or continuing in any manner any action or other proceeding of any kind on account of or in connection with or with respect to any Released Claims; (2) enforcing, attaching, collecting, or recovering by any manner or means any judgment, award, decree, or order against such Entities on account of or in connection with or with respect to any Released Claims; (3) creating, perfecting, or enforcing any lien or encumbrance of any kind against such Entities or the property of such Entities on account of or in connection with or with respect to any Released Claims; (4) asserting any right of setoff, subrogation, or recoupment of any kind against any obligation due from such Entities or against the property or the Estates of such Entities on account of or in connection with or with respect to any Released Claims unless such holder has filed a motion requesting the right to perform such setoff on or before the Plan Effective Date, and notwithstanding an indication of a Claim or Interest or otherwise that such holder asserts, has, or intends to preserve any right of setoff pursuant to applicable law or otherwise; and (5) commencing or continuing in any manner any action or other proceeding of any kind on account of or in connection with or with respect to any Released Claims released or settled pursuant to the Plan. Upon entry of the Confirmation Order, all Holders of Claims and Interests and their respective current and former employees, agents, officers, directors, principals, and direct and indirect Affiliates shall be enjoined from taking any actions to interfere with the implementation or Consummation of the Plan. Each Holder of an Allowed Claim or Allowed Interest, as applicable, by accepting, or being eligible to accept, distributions under or Reinstatement of such Claim or Interest, as applicable, pursuant to the Plan, shall be deemed to have consented to the injunction provisions as set forth in the Plan.

GENERAL PROVISIONS REGARDING THE PLAN. Disclosure Statement, the New Debt Documents, the New Corporate Governance Documents, the New Warrants Agreement, the CVR Agreement, the Plan, the Secured Creditor Settlement, or any Restructuring Transaction, contract, instrument, release, or other agreement or document created or entered into in connection with the Disclosure Statement or the Plan, the filing of the Chapter 11 Cases, the pursuit of Confirmation, the pursuit of Consummation, the administration and implementation of the Plan, including the issuance of Securities pursuant to the Plan, or the distribution of property under the Plan or any other related agreement (including, for the avoidance of doubt, providing any legal opinion requested by any Entity regarding any transaction, contract, instrument, document, or other agreement contemplated by the Plan or the reliance by any Exculpated Party on the Plan or the Confirmation Order in lieu of such legal opinion), except for Claims related to any act or omission that is determined in a Final Order of a court of competent jurisdiction to have constituted actual fraud, willful misconduct, or gross negligence, but in all respects such Entities shall be entitled to reasonably rely upon the advice of counsel with respect to their duties and responsibilities pursuant to the Plan. The Exculpated Parties have, and upon completion of the Plan shall be deemed to have, participated in good faith and in compliance with the applicable laws with regard to the solicitation of votes and distribution of consideration pursuant to the Plan and, therefore, are not, and on account of such distributions shall not be, liable at any time for the violation of any applicable law, rule, or regulation governing the solicitation of acceptances or rejections of the Plan or such distributions made pursuant to the Plan. Injunction Except as otherwise expressly provided in the Plan or the Confirmation Order or for obligations or distributions issued or required to be paid pursuant to the Plan or the Confirmation Order, all Entities who that have held, hold, or may hold the Released Claims or Interests that have been released, discharged, or are subject to exculpation are permanently enjoined, from and after the Plan Effective Date, from taking any of the following actions against, as applicable, the Debtors, the Reorganized Debtors, the Exculpated Parties, or the Released Parties: (1) commencing or continuing in any manner any action or other proceeding of any kind on account of or in connection with or with respect to any Released Claimssuch Claims or Interests; (2) enforcing, attaching, collecting, or recovering by any manner or means any judgment, award, decree, or order against such Entities on account of or in connection with or with respect to any Released Claimssuch Claims or Interests; (3) creating, perfecting, or enforcing any lien or encumbrance of any kind against such Entities or the property or the Estates of such Entities on account of or in connection with or with respect to any Released Claimssuch Claims or Interests; (4) asserting any right of setoff, subrogation, or recoupment of any kind against any obligation due from such Entities or against the property or the Estates of such Entities on account of or in connection with or with respect to any Released such Claims or Interests unless such holder Holder has filed a motion requesting the right to perform such setoff on or before the Plan Effective Date, and notwithstanding an indication of a Claim or Interest or otherwise that such holder Holder asserts, has, or intends to preserve any right of setoff pursuant to applicable law or otherwise; and (5) commencing or continuing in any manner any action or other proceeding of any kind on account of or in connection with or with respect to any Released such Claims or Interests released or settled pursuant to the Plan. Upon entry of the Confirmation Order, all Holders of Claims and Interests and their respective current and former employees, agents, officers, directors, principals, and direct and indirect Affiliates shall be enjoined from taking any actions to interfere with the implementation or Consummation of the Plan. Each Holder of an Allowed Claim or Allowed Interest, as applicable, by accepting, or being eligible to accept, distributions under or Reinstatement of such Claim or Interest, as applicable, pursuant to the Plan, shall be deemed to have consented to the injunction provisions as set forth in the Plan.

GENERAL PROVISIONS REGARDING THE PLAN. Injunction Exculpation Except as otherwise expressly specifically provided in the Plan or the Confirmation Order Order, no Exculpated Party shall have or incur liability for, and each Exculpated Party shall be released and exculpated from any Claims and Causes of Action for obligations any claim related to any act or distributions issued omission in connection with, relating to, or required to be paid pursuant to arising out of, the Chapter 11 Cases, the formulation, preparation, dissemination, negotiation, filing, or termination of the RSA and related prepetition transactions (including the Term Loan Agreement and the Secured Notes Indenture), the Disclosure Statement, the Plan, the New Revolving Exit Facility Credit Agreement, the Plan Supplement, or any Restructuring Transaction, contract, instrument, release or other agreement or document (including any legal opinion requested by any Entity regarding any transaction, contract, instrument, document or other agreement contemplated by the Plan or the reliance by any Released Party on the Plan or the Confirmation OrderOrder in lieu of such legal opinion), all Entities who have heldincluding any Definitive Document, holdcreated or entered into before or during the Chapter 11 Cases, any preference, fraudulent transfer, or may hold the Released Claims are permanently enjoined, from and after the Plan Effective Date, from taking any other avoidance claim arising pursuant to chapter 5 of the following actions against, as applicableBankruptcy Code or other applicable law, the Debtorsfiling of the Chapter 11 Cases, the Reorganized Debtorspursuit of Confirmation, the Exculpated Partiespursuit of Consummation, the administration and implementation of the Plan, including the issuance or distribution of Securities pursuant to the Plan, or the Released Parties: (1) commencing distribution of property under the Plan or continuing in any manner other related agreement, or upon any action other related act or omission, transaction, agreement, event, or other proceeding of any kind on account of or in connection with or with respect to any Released Claims; (2) enforcing, attaching, collecting, or recovering by any manner or means any judgment, award, decree, or order against such Entities on account of or in connection with or with respect to any Released Claims; (3) creating, perfecting, or enforcing any lien or encumbrance of any kind against such Entities or the property of such Entities on account of or in connection with or with respect to any Released Claims; (4) asserting any right of setoff, subrogation, or recoupment of any kind against any obligation due from such Entities or against the property or the Estates of such Entities on account of or in connection with or with respect to any Released Claims unless such holder has filed a motion requesting the right to perform such setoff occurrence taking place on or before the Plan Effective Date, and notwithstanding an indication except for claims related to any act or omission that is determined in a final order by a court of a Claim or Interest or otherwise that such holder assertscompetent jurisdiction to have constituted actual fraud, haswillful misconduct, or intends gross negligence, but in all respects such Entities shall be entitled to preserve any right reasonably rely upon the advice of setoff pursuant to applicable law or otherwise; and (5) commencing or continuing in any manner any action or other proceeding of any kind on account of or in connection with or counsel with respect to any Released Claims released or settled their duties and responsibilities pursuant to the Plan. Upon entry The Exculpated Parties and other parties set forth above have, and upon confirmation of the Confirmation OrderPlan shall be deemed to have, all Holders participated in good faith and in compliance with the applicable laws with regard to the solicitation of Claims votes and Interests and their respective current and former employeesdistribution of consideration pursuant to the Plan and, agentstherefore, officers, directors, principalsare not, and direct and indirect Affiliates on account of such distributions shall be enjoined from taking not be, liable at any actions to interfere with time for the implementation violation of any applicable law, rule, or Consummation regulation governing the solicitation of acceptances or rejections of the Plan. Each Holder of an Allowed Claim Plan or Allowed Interest, as applicable, by accepting, or being eligible to accept, such distributions under or Reinstatement of such Claim or Interest, as applicable, made pursuant to the Plan, shall be deemed to have consented to the injunction provisions as set forth in the Plan.

GENERAL PROVISIONS REGARDING THE PLAN. Injunction Exculpation Except as otherwise expressly specifically provided in the Plan or the Confirmation Order Order, no Exculpated Party shall have or incur liability for, and each Exculpated Party shall be released and exculpated from any Claims and Causes of Action for obligations any claim related to any act or distributions issued omission in connection with, relating to, or required to be paid pursuant to arising out of, the Chapter 11 Cases, the formulation, preparation, dissemination, negotiation, filing, or termination of the RSA and related prepetition transactions (including the Term Loan Agreement and the Secured Notes Indenture), the Disclosure Statement, the Plan, the New Revolving Exit Facility Credit Agreement, the Plan Supplement, or any Restructuring Transaction, contract, instrument, release or other agreement or document (including any legal opinion requested by any Entity regarding any transaction, contract, instrument, document or other agreement contemplated by the Plan or the reliance by any Released Party on the Plan or the Confirmation OrderOrder in lieu of such legal opinion), all Entities who have heldincluding any Definitive Document, holdcreated or entered into before or during the Chapter 11 Cases, any preference, fraudulent transfer, or may hold the Released Claims are permanently enjoined, from and after the Plan Effective Date, from taking any other avoidance claim arising pursuant to chapter 5 of the following actions against, as applicableBankruptcy Code or other applicable law, the Debtorsfiling of the Chapter 11 Cases, the Reorganized Debtorspursuit of Confirmation, the Exculpated Partiespursuit of Consummation, the administration and implementation of the Plan, including the issuance or distribution of Securities pursuant to the Plan, or the Released Parties: (1) commencing distribution of property under the Plan or continuing in any manner other related agreement, or upon any action other related act or omission, transaction, agreement, event, or other proceeding of any kind on account of or in connection with or with respect to any Released Claims; (2) enforcing, attaching, collecting, or recovering by any manner or means any judgment, award, decree, or order against such Entities on account of or in connection with or with respect to any Released Claims; (3) creating, perfecting, or enforcing any lien or encumbrance of any kind against such Entities or the property of such Entities on account of or in connection with or with respect to any Released Claims; (4) asserting any right of setoff, subrogation, or recoupment of any kind against any obligation due from such Entities or against the property or the Estates of such Entities on account of or in connection with or with respect to any Released Claims unless such holder has filed a motion requesting the right to perform such setoff occurrence taking place on or before the Plan Effective Date, and notwithstanding an indication except for claims related to any act or omission that is determined in a final order by a court of a Claim or Interest or otherwise that such holder assertscompetent jurisdiction to have constituted actual fraud, haswillful misconduct, or intends gross negligence, but in all respects such Entities shall be entitled to preserve any right reasonably rely upon the advice of setoff pursuant to applicable law or otherwise; and (5) commencing or continuing in any manner any action or other proceeding of any kind on account of or in connection with or counsel with respect to any Released Claims released or settled their duties and responsibilities pursuant to the Plan. Upon entry The Exculpated Parties and other parties set forth above have, and upon confirmation of the Confirmation OrderPlan shall be deemed to have, all Holders participated in good faith and in compliance with the applicable laws with regard to the solicitation of Claims votes and Interests and their respective current and former employeesdistribution of consideration pursuant to the Plan and, agentstherefore, officers, directors, principalsare not, and direct and indirect Affiliates on account of such distributions shall be enjoined from taking not be, liable at any actions to interfere with time for the implementation violation of any applicable law, rule, or Consummation regulation governing the solicitation of acceptances or rejections of the Plan. Each Holder of an Allowed Claim Plan or Allowed Interest, as applicable, by accepting, or being eligible to accept, such distributions under or Reinstatement of such Claim or Interest, as applicable, made pursuant to the Plan, shall be deemed to have consented to the injunction provisions as set forth in the Plan.

GENERAL PROVISIONS REGARDING THE PLAN. Injunction Except as otherwise expressly provided in the Plan or the Confirmation Order or for obligations or distributions issued or required to be paid pursuant to the Plan or the Confirmation Order, all Entities who have held, hold, or may hold Claims, Interests, Causes of Action, or liabilities that: (a) are subject to compromise and settlement pursuant to the Released Claims terms of the Plan; (b) have been released pursuant to section [●] of the Plan; (c) have been released pursuant to section [●] of the Plan; (d) are subject to exculpation pursuant to section [●] of the Plan; or (e) are otherwise discharged, satisfied, stayed, or terminated pursuant to the terms of the Plan, are permanently enjoinedenjoined and precluded, from and after the Plan Effective Date, from taking any of the following actions against, as applicable, the Debtors, the Reorganized Debtors, the Exculpated Released Parties, or the Released Exculpated Parties: (1) commencing or continuing in any manner any action or other proceeding of any kind on account of or in connection with or with respect to any Released Claimssuch Claims or Interests; (2) enforcing, attaching, collecting, or recovering by any manner or means any judgment, award, decree, or order against such Entities entities on account of or in connection with or with respect to any Released Claimssuch Claims or Interests; (3) creating, perfecting, or enforcing any lien or encumbrance of any kind against such Entities or the property or Estates of such Entities on account of or in connection with or with respect to any Released Claimssuch Claims or Interests; (4) asserting any right of setoff, subrogation, or recoupment of any kind against any obligation due from such Entities or against the property or the Estates of such Entities on account of or in connection with or with respect to any Released Claims such claims or interests unless such holder entity has filed a motion requesting the right to perform timely asserted such setoff on or before right in a document filed with the Plan Effective DateBankruptcy Court explicitly preserving such setoff, and notwithstanding an indication of a Claim or Interest or otherwise that such holder Entity asserts, has, or intends to preserve any right of setoff pursuant to applicable law or otherwise; and (5e) commencing or continuing in any manner any action or other proceeding of any kind on account of or in connection with or with respect to any Released such Claims released or Interests discharged, released, exculpated, or settled pursuant to the Plan. Upon entry of the Confirmation Order, all Holders of Claims and Interests and their respective current and former employees, agents, officers, directors, principals, and direct and indirect Affiliates shall be enjoined from taking any actions to interfere with the implementation or Consummation of the Plan. Each Holder of an Allowed Claim or Allowed Interest, as applicable, by accepting, or being eligible to accept, distributions under or Reinstatement of such Claim or Interest, as applicable, pursuant to the Plan, shall be deemed to have consented to the injunction provisions as set forth in the Plan.

GENERAL PROVISIONS REGARDING THE PLAN. Facility, or the Plan, the filing of the Chapter 11 Cases, the pursuit of Confirmation, the pursuit of Consummation, the administration and implementation of the Plan, including the issuance of securities pursuant to the Plan, or the distribution of property under the Plan or any other related agreement, except for claims related to any act or omission that is determined in a final order to have constituted actual fraud or gross negligence, but in all respects such Entities shall be entitled to reasonably rely upon the advice of counsel with respect to their duties and responsibilities pursuant to the Plan. The Exculpated Parties have, and upon completion of the Plan shall be deemed to have, participated in good faith and in compliance with the applicable laws with regard to the solicitation of votes and distribution of consideration pursuant to the Plan and, therefore, are not, and on account of such distributions shall not be, liable at any time for the violation of any applicable law, rule, or regulation governing the solicitation of acceptances or rejections of the Plan or such distributions made pursuant to the Plan. Injunction Except as otherwise expressly provided in the Plan or the Confirmation Order or for obligations or distributions issued or required to be paid pursuant to the Plan or the Confirmation Order, all Entities who have held, hold, or may hold the Released Claims or Interests that have been released, discharged, or are subject to exculpation are permanently enjoined, from and after the Plan Effective Date, from taking any of the following actions against, as applicable, the Debtors, the Reorganized Debtors, the Exculpated Parties, or the Released Parties: (1a) commencing or continuing in any manner any action or other proceeding of any kind on account of or in connection with or with respect to any Released Claimssuch Claims or Interests; (2b) enforcing, attaching, collecting, or recovering by any manner or means any judgment, award, decree, or order against such Entities on account of or in connection with or with respect to any Released Claimssuch Claims or Interests; (3c) creating, perfecting, or enforcing any lien or encumbrance of any kind against such Entities or the property or the estates of such Entities on account of or in connection with or with respect to any Released Claimssuch Claims or Interests; (4d) asserting any right of setoff, subrogation, or recoupment of any kind against any obligation due from such Entities or against the property or the Estates of such Entities on account of or in connection with or with respect to any Released such Claims or Interests unless such holder has filed a motion requesting the right to perform such setoff on or before the Plan Effective Date, and notwithstanding an indication of a Claim claim or Interest interest or otherwise that such holder asserts, has, or intends to preserve any right of setoff pursuant to applicable law or otherwise; and (5e) commencing or continuing in any manner any action or other proceeding of any kind on account of or in connection with or with respect to any Released such Claims or Interests released or settled pursuant to the Plan. Upon entry of the Confirmation Order, all Holders of Claims and Interests and their respective current and former employees, agents, officers, directors, principals, and direct and indirect Affiliates shall be enjoined from taking any actions to interfere with the implementation or Consummation of the Plan. Each Holder of an Allowed Claim or Allowed Interest, as applicable, by accepting, or being eligible to accept, distributions under or Reinstatement of such Claim or Interest, as applicable, pursuant to the Plan, shall be deemed to have consented to the injunction provisions as set forth in the Plan.