Common use of Unwind Clause in Contracts

Unwind. The parties acknowledge that the initial Advance is expected to occur three Business Days after the Financial Closing Date, and that the obligations of the parties under this Agreement are contingent on the making of that initial Advance. Accordingly, if for any reason the initial Advance does not occur on or before May 1, 2011, upon receipt by DOE of written notice from any other party hereto of the termination of this Agreement: (i) this Agreement shall be immediately terminated; provided, however, that this Section 2.9 shall survive such termination; (ii) each Equity Contributor Guaranty shall be immediately terminated in accordance with Section 6.6 thereof; (iii) all other Transaction Documents (other than the Common Agreement and the Master Holding Company LLC Agreement) to which any party hereto is a party or which any party hereto has delivered or provided, or caused to be delivered or provided, pursuant to Article 4 of the Common Agreement shall be deemed not to have been delivered or provided by any party thereto, and shall be returned to the party providing them, and any signature pages previously provided shall be returned to the signatory; (iv) no party shall foreclose upon or take possession of any Collateral Security or take any other action under the Security Documents or otherwise with respect to the Collateral Security, and all Collateral Security provided under any Security Document or other Transaction Document shall be released promptly; (v) DOE shall, and as necessary shall instruct the Collateral Agent to, and the Collateral Agent shall, return promptly to the parties providing them (A) all funds, documents, instruments, and certificates delivered or provided pursuant to this Agreement, including all Base Equity Commitment Balance Security and Funded Overrun Equity Commitment Balance Security, and (B) all other funds (other than the FFB Credit Facility Fees and any other amounts payable under the Common Agreement), documents, instruments, and certificates provided under any other Transaction Document in connection with the initial Advance; and (vi) notwithstanding the foregoing, (A) the Common Agreement and the DOE Conditional Commitment shall remain in full force and effect and be binding on each party thereto, but DOE shall have no further obligations under Article 4 of the Common Agreement, and (B) no FFB Credit Facility Fees or other amounts previously paid pursuant to the Common Agreement or the DOE Conditional Commitment shall be refunded. The parties shall cooperate with one another in connection with the implementation of this Section 2.9, and promptly upon request each party shall execute, acknowledge and deliver all further instruments and documents, and take all such further acts as any other party may reasonably request from time to time, in order to carry out the purposes of this Section 2.9.