The Plan satisfies the requirements of section 1129(a)(7) of the Bankruptcy Code. The liquidation analysis attached to the Disclosure Statement and the other evidence related thereto in support of the Plan that was proffered or adduced in the Declarations or at, prior to, or in connection with the Confirmation Hearing: # are reasonable, persuasive, credible, and accurate as of the dates such analysis or evidence was prepared, presented, or proffered; # utilize reasonable and appropriate methodologies and assumptions; # have not been controverted by other evidence; and # establish that holders of Allowed Claims and Interests in each Class will recover at least as much under the Plan on account of such Claim or Interest, as of the Effective Date, as such holder would receive if the Debtors were liquidated, on the Effective Date, under chapter 7 of the Bankruptcy Code.

Subject to the occurrence of the Settlement Effective Date, except as otherwise agreed in writing by the Debtors, the Required TCEH Creditor Parties, and the TCEH Official Committee (including pursuant to the Plan Support Agreement), upon consummation of an Alternative Restructuring of any or all of the TCEH Debtors (other than any TCEH Debtor whose total assets are less than 2.5% of the consolidated total assets, or whose total revenues are less than 2.5% of the consolidated revenues, of the TCEH Debtors as of the date of such Alternative Restructuring), holders of Allowed TCEH First Lien Deficiency Claims, Allowed TCEH Unsecured Note Claims, Allowed TCEH Second Lien Note Claims, Allowed PCRB Claims, and Allowed General Unsecured Claims Against the TCEH Debtors Other Than EFCH shall receive, in the aggregate, ​ in Cash (which shall be subject to reduction only pursuant to # [Section 11] of the Plan Support Agreement and # [Section 2.7] of this Settlement Agreement, and shall not otherwise be subject to dilution or reduction as a consequence of any claim or liability incurred as a result of any act, event or transaction) (the “TCEH Cash Payment”). The TCEH Cash Payment shall be made # from the Cash on hand at the TCEH Debtors and, if none (or if Cash on hand is insufficient to make the full amount of the TCEH Cash Payment), the first proceeds of any sale, transfer, or other disposition of the Prepetition Collateral (as defined in the Final Cash Collateral Order) (including the first proceeds of any financing or similar transaction secured or supported by the Prepetition Collateral) (the “TCEH Cash Payment Carve Out”) and # before any payment or other distribution (including transfer) is made in connection with such an Alternative Restructuring to the holders of Allowed TCEH First Lien Claims; provided, however, that the TCEH Cash Payment Carve Out shall be subordinate in all respects to: # the RCT Reclamation Support Carve Out (as defined in the Final Cash Collateral Order); # the Carve Out (as defined in the Final Cash Collateral Order); and # the Permitted Liens (as defined in the Final Cash Collateral Order). For the avoidance of doubt, any distribution of the TCEH Cash Payment that would otherwise be made to or received by holders of Allowed TCEH First Lien Deficiency Claims pursuant to this [Section 2.2(a)], if applicable, shall be subject to [Section 2.2(b)] of this Settlement Agreement.

“Secured Creditor” means Aegis, any of the ​-District Creditors or any of the 2024 Note Creditors (collectively, the “Secured Creditors”).

creditors' process described in Clause 24.8 (Creditors' process),

has paid its creditors within the times agreed with such creditors;

“Pari Passu Creditor” means any of the Secured Creditors (collectively, the “Pari Passu Creditors”).

“Required Consenting Creditors” means the Consenting Creditors who hold, in the aggregate, at least 50.1% of the principal amount of the total outstanding loans under the Holdings Credit Agreement held by all Consenting Creditors as of such date the Required Consenting Creditors make a determination in accordance with the RSA or the Plan.

Each of the 2024 Note Creditors represents and warrants to the Pari Passu Creditors that:

“Required TCEH First Lien Creditors” means at least five unaffiliated Settling TCEH First Lien Creditors that are members of the ad hoc committee of TCEH First Lien Creditors holding in the aggregate at least 50.1% in principal amount of the aggregate principal amount of the TCEH First Lien Claims held by the Settling TCEH First Lien Creditors that are members of the ad hoc committee of TCEH First Lien Creditors at such time.

Additional Waivers by the Obligors and the Pari Passu Creditors. The Obligors and the Pari Passu Creditors, and each of them, waives any and all notice of # the receipt and acceptance by all parties hereto of this Agreement, # of the creation, renewal, extension or accrual of any of the Pari Passu Debt, present or future, in whole or in part, by any Pari Passu Creditor (provided, notwithstanding anything set forth herein to the contrary, that this [clause (b)] shall not be deemed to be a waiver of any obligation of any party under [Section 11] of this Agreement, including without limitation the respective notice obligations of the Pari Passu Creditors under [Section 11] of this Agreement), and/or # of the reliance by any Pari Passu Creditor on this Agreement at any time.