Common use of Plan and Disclosure Statement Clause in Contracts

Plan and Disclosure Statement. The Company shall authorize, execute, file with the Bankruptcy Court and seek confirmation of, the Plan (and a related disclosure statement (the “Disclosure Statement”)) (i) the terms of which are consistent with this Agreement and with such other terms that are reasonably satisfactory to the Plan Sponsors, (ii) that provides for the release and exculpation of the Plan Sponsors, their respective Affiliates, partners, directors, officers, employees and advisors, in each case solely in their capacity as such, from liability in connection with the Chapter 11 Cases, including but not limited to this Agreement, the Plan, the Disclosure Statement, and related documents, agreements, and releases, to the fullest extent permitted under applicable law and (iii) that has conditions to confirmation and the Effective Date of the Plan (and to what extent any such conditions can be waived and by whom) that are consistent with this Agreement and with such other terms that are reasonably satisfactory to the Plan Sponsors. The Company will (i) provide to the Plan Sponsors and their counsel a copy of the Plan and the Disclosure Statement, and any amendments thereto, and a reasonable opportunity to review and comment on such documents prior to such documents being filed with the Bankruptcy Court, and (ii) such documents shall be filed with the Bankruptcy Court only in form and substance reasonably satisfactory to the Plan Sponsors. In addition, the Company will (i) provide to the Plan Sponsors and their counsel a copy of the Confirmation Order and a reasonable opportunity to review and comment on such order prior to such order being filed with the Bankruptcy Court and (ii) such documents shall be filed with the Bankruptcy Court only in form and substance reasonably satisfactory to the Plan Sponsors.

Plan and Disclosure Statement. The Company shall authorize, execute, file with the Bankruptcy Court and seek confirmation of, the Plan (and a related disclosure statement (the “Disclosure Statement”)) (i) the terms of which are consistent with this Agreement and with such other terms that are reasonably satisfactory to the Plan SponsorsSponsorBackstop Parties holding a majority of the Senior Secured PIK Notes held in the aggregate by all Backstop Parties (the “Backstop Party Majority”), (ii) that provides for the release and exculpation of the Plan Sponsors, their respective Sponsor,each Backstop Party and its Affiliates, partners, directors, officers, employees and advisors, in each case solely in their capacity as such, from liability in connection with the Chapter 11 Cases, including but not limited to the DIP Agreement (solely in their capacity as a lender thereunder), this Agreement, the Plan, the Disclosure Statement, and related documents, agreements, and releases, to the fullest extent permitted under applicable law and (iii) that has conditions to confirmation and the Effective Date of the Plan (and to what extent any such conditions can be waived and by whom) that are consistent with this Agreement and with such other terms that are reasonably satisfactory to the Plan SponsorsSponsorBackstop Party Majority. The Company will (i) provide to each of (A) the Plan Sponsors Sponsor and their its counsel to the Plan Sponsor and (B) the Backstop Representative (in the case of the Backstop Representative, subject to such Backstop Representative entering into a customary confidentiality agreement with the Company), a copy of the Plan and the Disclosure Statement, and any amendments thereto, and a reasonable opportunity to review and comment on such documents prior to such documents being filed with the Bankruptcy Court, and (ii) such documents shall be filed with the Bankruptcy Court only in form and substance reasonably satisfactory to the Plan SponsorsSponsorBackstop Party Majority. In addition, the Company will (i) provide to the Plan Sponsors Sponsor, the Backstop Representative and their itstheir respective counsel a copy of the Confirmation Order and a reasonable opportunity to review and comment on such order prior to such order being filed with the Bankruptcy Court and (ii) such documents shall be filed with the Bankruptcy Court only in form and substance reasonably satisfactory to the Plan SponsorsSponsorBackstop Party Majority.

Plan and Disclosure Statement. The Company shall authorize, execute, file with the Bankruptcy Court and seek confirmation of, the a Plan (and a related disclosure statement (the “Disclosure Statement”)) (i) the terms of which are consistent with this Agreement and with such other terms that are reasonably satisfactory to Agreement, the Preferred Term Sheet, the Plan SponsorsTerms and the GM Settlement, (ii) that provides for the release and exculpation of the Plan Sponsorseach Investor, their respective its Affiliates, shareholders, partners, directors, officers, employees and advisors, in each case solely in their capacity as such, advisors from liability for participation in connection with the Chapter 11 Casestransactions contemplated by the Original Agreement, including but not limited to this Agreement, the PlanPreferred Term Sheet, the Disclosure StatementOriginal PSA, the Plan Terms and related documents, agreements, and releases, the Plan to the fullest extent permitted under applicable law (provided, that such release and exculpation shall not prohibit or impede the Company’s ability to assert defenses or counterclaims in connection with or relating to the Original Agreement or the Original PSA) and (iii) that has conditions to confirmation and the Effective Date of the Plan (and to what extent any such conditions can be waived and by whom) that are consistent with this Agreement and with such other terms that are reasonably satisfactory to Agreement, the Preferred Term Sheet, the Plan SponsorsTerms and the GM Settlement. The Company will (i) provide to the Plan Sponsors AXXX and their its counsel a copy of the Plan and the Disclosure Statement, and any amendments thereto, and a reasonable opportunity to review and comment on such documents prior to such documents being filed with the Bankruptcy Court, and (ii) duly consider in good faith any comments consistent with this Agreement, the Preferred Term Sheet and the Plan Terms, and any other reasonable comments of AXXX and its counsel, and shall not reject such documents shall be filed comments without first discussing the reasons therefor with the Bankruptcy Court only in form AXXX or its counsel and substance reasonably satisfactory giving due consideration to the Plan Sponsorsviews of AXXX and its counsel. In addition, the Company will (i) provide to the Plan Sponsors AXXX and their its counsel a copy of the Confirmation Order and a reasonable opportunity to review and comment on such order prior to such order being filed with the Bankruptcy Court and (ii) duly consider in good faith any comments consistent with this Agreement, the Preferred Term Sheet and the Plan Terms and any other reasonable comments of each of AXXX and its counsel, into such documents Confirmation Order, and shall be filed not reject such comments without first discussing the reasons therefor with AXXX or its counsel and giving due consideration to the views of AXXX and its counsel. As soon as practicable following the entry of an order by the Bankruptcy Court only approving the Disclosure Statement (the “Disclosure Statement Approval Date”) and the effectiveness under the Securities Act of the Rights Offering Registration Statement, the Company shall distribute ballot form(s) in form and substance reasonably satisfactory to connection with the Plan Sponsorssolicitation of acceptance of the Plan.

Plan and Disclosure Statement. The Company shall authorize, execute, file with the Bankruptcy Court and seek confirmation of, the a Plan (and a related disclosure statement (the “"Disclosure Statement”")) (i) the terms of which are consistent with this Agreement Agreement, the Preferred Term Sheet, the PSA and the GM Settlement, and with such other terms that that, to the extent they have a material impact on the Investors' proposed investment in the Company, are reasonably satisfactory to each of ADAH and Dolce; provided, however, that prior to the Plan SponsorsDux Xxligence Expiration Date, the standard for the approval by each of ADAH and Dolce of such other terms shall be each in its xxxe discretion, (ii) that provides for the release and exculpation of the Plan Sponsorseach Investor, their respective its Affiliates, shareholders, partners, directors, officers, employees and advisors, in each case solely in their capacity as such, advisors from liability for participation in connection with the Chapter 11 Cases, including but not limited to transactions contemplated by this Agreement, the PlanPreferred Term Sheet, the Disclosure Statement, PSA and related documents, agreements, and releases, the Plan to the fullest extent permitted under applicable law and (iii) that has conditions to confirmation and the Effective Date of the Plan (and to what extent any such conditions can be waived and by whom) that are consistent with this Agreement Agreement, the Preferred Term Sheet, the PSA and the GM Settlement and with such other terms that that, to the extent they have a material impact on the Investors' proposed investment in the Company, are reasonably satisfactory to each of ADAH and Dolce; provided, however, that prior to the Plan SponsorsDux Xxligence Expiration Date, the standard for the approval by each of ADAH and Dolce of such other terms shall be each in its xxxe discretion. The Company will (i) provide to the Plan Sponsors each Investor and their its counsel a copy of the Plan and the Disclosure Statement, and any amendments thereto, and a reasonable opportunity to review and comment on such documents prior to such documents being filed with the Bankruptcy Court, and (ii) duly consider in good faith any comments consistent with this Agreement, the Preferred Term Sheet and the PSA, and any other reasonable comments of each of the Investors and their respective counsel, and shall not reject such documents shall be filed comments without first discussing the reasons therefor with the Bankruptcy Court only in form ADAH and substance reasonably satisfactory Dolce or their counsel and giving due considerxxxxn to the Plan Sponsorsviews of ADAH and Dolce and their counsel. In addition, the Company Compxxx will (i) provide to the Plan Sponsors each Investor and their its counsel a copy of the Confirmation Order and a reasonable opportunity to review and comment on such order prior to such order being filed with the Bankruptcy Court and (ii) duly consider in good faith any comments consistent with this Agreement, the Preferred Term Sheet and the PSA and any other reasonable comments of each of the Investors and their respective counsel, into such documents Confirmation Order, and shall be filed not reject such comments without first discussing the reasons therefor with the Bankruptcy Court only in form ADAH and substance reasonably satisfactory Dolce or their counsel and giving due consideration to the Plan Sponsorsviews of ADAH and Dolce and their counsel.

Plan and Disclosure Statement. The Company shall authorize, execute, file with the Bankruptcy Court and seek confirmation of, the a Plan (and a related disclosure statement (the “Disclosure Statement”)) (i) the terms of which are consistent with this Agreement Agreement, the Preferred Term Sheet, the PSA and the GM Settlement, and with such other terms that that, to the extent they have a material impact on the Investors’ proposed investment in the Company, are reasonably satisfactory to each of AXXX and Dolce; provided, however, that prior to the Plan SponsorsDue Diligence Expiration Date, the standard for the approval by each of AXXX and Dolce of such other terms shall be each in its sole discretion, (ii) that provides for the release and exculpation of the Plan Sponsorseach Investor, their respective its Affiliates, shareholders, partners, directors, officers, employees and advisors, in each case solely in their capacity as such, advisors from liability for participation in connection with the Chapter 11 Cases, including but not limited to transactions contemplated by this Agreement, the PlanPreferred Term Sheet, the Disclosure Statement, PSA and related documents, agreements, and releases, the Plan to the fullest extent permitted under applicable law and (iii) that has conditions to confirmation and the Effective Date of the Plan (and to what extent any such conditions can be waived and by whom) that are consistent with this Agreement Agreement, the Preferred Term Sheet, the PSA and the GM Settlement and with such other terms that that, to the extent they have a material impact on the Investors’ proposed investment in the Company, are reasonably satisfactory to each of AXXX and Dolce; provided, however, that prior to the Plan SponsorsDue Diligence Expiration Date, the standard for the approval by each of AXXX and Dolce of such other terms shall be each in its sole discretion. The Company will (i) provide to the Plan Sponsors each Investor and their its counsel a copy of the Plan and the Disclosure Statement, and any amendments thereto, and a reasonable opportunity to review and comment on such documents prior to such documents being filed with the Bankruptcy Court, and (ii) duly consider in good faith any comments consistent with this Agreement, the Preferred Term Sheet and the PSA, and any other reasonable comments of each of the Investors and their respective counsel, and shall not reject such documents shall be filed comments without first discussing the reasons therefor with the Bankruptcy Court only in form AXXX and substance reasonably satisfactory Dolce or their counsel and giving due consideration to the Plan Sponsorsviews of AXXX and Dolce and their counsel. In addition, the Company will (i) provide to the Plan Sponsors each Investor and their its counsel a copy of the Confirmation Order and a reasonable opportunity to review and comment on such order prior to such order being filed with the Bankruptcy Court and (ii) duly consider in good faith any comments consistent with this Agreement, the Preferred Term Sheet and the PSA and any other reasonable comments of each of the Investors and their respective counsel, into such documents Confirmation Order, and shall be filed not reject such comments without first discussing the reasons therefor with the Bankruptcy Court only in form AXXX and substance reasonably satisfactory Dolce or their counsel and giving due consideration to the Plan Sponsorsviews of AXXX and Dolce and their counsel.

Plan and Disclosure Statement. The Company shall authorize, execute, file with the Bankruptcy Court and seek confirmation of, the a Plan (and a related disclosure statement (the “"Disclosure Statement”")) (i) the terms of which are consistent with this Agreement Agreement, the Preferred Term Sheet, the PSA and the GM Settlement, and with such other terms that that, to the extent they have a material impact on the Investors' proposed investment in the Company, are reasonably satisfactory to each of ADAH and Dolce; provided, however, that prior to the Plan SponsorsDue Dilxxxxce Expiration Date, the standard for the approval by each of ADAH and Dolce of such other terms shall be each in its sole xxxcretion, (ii) that provides for the release and exculpation of the Plan Sponsorseach Investor, their respective its Affiliates, shareholders, partners, directors, officers, employees and advisors, in each case solely in their capacity as such, advisors from liability for participation in connection with the Chapter 11 Cases, including but not limited to transactions contemplated by this Agreement, the PlanPreferred Term Sheet, the Disclosure Statement, PSA and related documents, agreements, and releases, the Plan to the fullest extent permitted under applicable law and (iii) that has conditions to confirmation and the Effective Date of the Plan (and to what extent any such conditions can be waived and by whom) that are consistent with this Agreement Agreement, the Preferred Term Sheet, the PSA and the GM Settlement and with such other terms that that, to the extent they have a material impact on the Investors' proposed investment in the Company, are reasonably satisfactory to each of ADAH and Dolce; provided, however, that prior to the Plan SponsorsDue Dilxxxxce Expiration Date, the standard for the approval by each of ADAH and Dolce of such other terms shall be each in its sole xxxcretion. The Company will (i) provide to the Plan Sponsors each Investor and their its counsel a copy of the Plan and the Disclosure Statement, and any amendments thereto, and a reasonable opportunity to review and comment on such documents prior to such documents being filed with the Bankruptcy Court, and (ii) duly consider in good faith any comments consistent with this Agreement, the Preferred Term Sheet and the PSA, and any other reasonable comments of each of the Investors and their respective counsel, and shall not reject such documents shall be filed comments without first discussing the reasons therefor with ADAH and Dolce or their counsel and giving due consideration xx the Bankruptcy Court only in form views of ADAH and substance reasonably satisfactory to the Plan SponsorsDolce and their counsel. In addition, the Company will wxxx (i) provide to the Plan Sponsors each Investor and their its counsel a copy of the Confirmation Order and a reasonable opportunity to review and comment on such order prior to such order being filed with the Bankruptcy Court and (ii) duly consider in good faith any comments consistent with this Agreement, the Preferred Term Sheet and the PSA and any other reasonable comments of each of the Investors and their respective counsel, into such documents Confirmation Order, and shall be filed not reject such comments without first discussing the reasons therefor with the Bankruptcy Court only in form ADAH and substance reasonably satisfactory Dolce or their counsel and giving due consideration to the Plan Sponsorsviews of ADAH and Dolce and their counsel.

Plan and Disclosure Statement. The Company shall authorize, execute, file with the Bankruptcy Court and seek confirmation of, the a Plan (and a related disclosure statement (the “"Disclosure Statement”")) (i) the terms of which are consistent with this Agreement and with such other terms that are reasonably satisfactory to Agreement, the Preferred Term Sheet, the Plan SponsorsTerms and the GM Settlement, (ii) that provides for the release and exculpation of the Plan Sponsorseach Investor, their respective its Affiliates, shareholders, partners, directors, officers, employees and advisors, in each case solely in their capacity as such, advisors from liability for participation in connection with the Chapter 11 Casestransactions contemplated by the Original Agreement, including but not limited to this Agreement, the PlanPreferred Term Sheet, the Disclosure StatementOriginal PSA, the Plan Terms and related documents, agreements, and releases, the Plan to the fullest extent permitted under applicable law (provided, that such release and exculpation shall not prohibit or impede the Company's ability to assert defenses or counterclaims in connection with or relating to the Original Agreement or the Original PSA) and (iii) that has conditions to confirmation and the Effective Date of the Plan (and to what extent any such conditions can be waived and by whom) that are consistent with this Agreement and with such other terms that are reasonably satisfactory to Agreement, the Preferred Term Sheet, the Plan SponsorsTerms and the GM Settlement. The Company will (i) provide to the Plan Sponsors ADAH and their its counsel a copy of the Plan and the Disclosure StatementXtatement, and any amendments thereto, and a reasonable opportunity to review and comment on such documents prior to such documents being filed with the Bankruptcy Court, and (ii) duly consider in good faith any comments consistent with this Agreement, the Preferred Term Sheet and the Plan Terms, and any other reasonable comments of ADAH and its counsel, and shall not reject such documents shall be filed comments xxxhout first discussing the reasons therefor with the Bankruptcy Court only in form ADAH or its counsel and substance reasonably satisfactory giving due consideration to the Plan Sponsorsxxxxs of ADAH and its counsel. In addition, the Company will (i) provide xxxxide to the Plan Sponsors ADAH and their its counsel a copy of the Confirmation Order and a anx x reasonable opportunity to review and comment on such order prior to such order being filed with the Bankruptcy Court and (ii) duly consider in good faith any comments consistent with this Agreement, the Preferred Term Sheet and the Plan Terms and any other reasonable comments of each of ADAH and its counsel, into such documents shall be filed Confirmation Order, and xxxxl not reject such comments without first discussing the reasons therefor with ADAH or its counsel and giving due consideration to the xxxxs of ADAH and its counsel. As soon as practicable following txx xntry of an order by the Bankruptcy Court only approving the Disclosure Statement (the "Disclosure Statement Approval Date") and the effectiveness under the Securities Act of the Rights Offering Registration Statement, the Company shall distribute ballot form(s) in form and substance reasonably satisfactory to connection with the Plan Sponsorssolicitation of acceptance of the Plan.

Plan and Disclosure Statement. The Company Debtors shall authorize, execute, file with the Bankruptcy Court and seek confirmation of, of the Plan (and a related disclosure statement (the “Disclosure Statement”)) (i) the terms of which are consistent in all respects with this Agreement and the Draft Plan and with such other terms that are reasonably satisfactory to the Investors; provided, however, that any changes, modifications or amendments to the Draft Plan Sponsorsmust be reasonably acceptable to the Investors, (ii) that provides provide for the release and exculpation of the Plan Sponsorseach Investor, their respective Affiliatesits affiliates, shareholders, partners, directors, officers, employees employees, attorneys and advisors, advisors from Liability for participation in each case solely in their capacity as such, from liability in connection with the Chapter 11 Cases, including but not limited to transactions contemplated by this Agreement, Agreement and the Plan, the Disclosure Statement, and related documents, agreements, and releases, Plan to the fullest extent permitted under applicable law and law, (iii) that has have conditions to confirmation and the Effective Date of the Plan (and terms governing to what extent any such conditions can be waived and by whom) that are consistent with this Agreement and with such other terms that the Draft Plan and are reasonably satisfactory to the Plan Sponsors. The Company will (i) provide to the Plan Sponsors and their counsel a copy of the Plan and the Disclosure Statement, and any amendments thereto, and a reasonable opportunity to review and comment on such documents prior to such documents being filed with the Bankruptcy CourtInvestors, and (iiiv) such documents the form and substance of which is reasonably acceptable to the Investors; provided, that the Investors hereby acknowledge that the Draft Plan is acceptable to the Investors. The Debtors shall be filed with the Bankruptcy Court only file a Confirmation Order that is in form and substance reasonably satisfactory acceptable to the Plan Sponsors. In additionInvestors, which order shall provide, among other things, that except as otherwise expressly provided for in the Plan, the Company will (i) provide properties and assets transferred and dealt with by the Plan shall be free and clear of all claims and interests of any creditor or interest holder, including any claims arising or resulting from or relating to the transactions contemplated hereby and by the Plan Sponsors and their counsel a copy that NewCo and each of the Confirmation Order Debtors shall not be a successor to Extended Stay, Inc. by reason of any theory of law or equity, and a reasonable opportunity to review and comment on such order prior to such order being filed with the Bankruptcy Court and (ii) such documents shall be filed with the Bankruptcy Court only in form and substance reasonably satisfactory to the Plan Sponsorsnot have any successor or transferee liability of any kind or character.