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200403669 <br />released, waived, and discharged from any claims, obligations, suits, judgments, damages demands, <br />debts, rights, Causes of Action, or liabilities to one another or to any Claimholder or Interestholder, or <br />any other party -in- interest, or any of their respective agents, employees, professionals, or any of their <br />successors and assigns, for any act or omission, unless such act or omission is caused by such parties' <br />gross negligence or willful misconduct, in connection with, relating to, or arising out of (i) the Debtors' <br />Chapter 11 Cases, (ii) the negotiation and filing of this Plan, (iii) the filing of the Chapter 11 Cases, (iv) <br />the pursuit of confirmation of the Plan, including distributions made under the Plan, and the <br />consummation of this Plan, including distributions made under the Plan, or (v) the administration of this <br />Plan or the property to be distributed under this Plan. <br />15. Exclusions and Limitations on Exculpation and Releases. Notwithstanding anything in <br />the Plan to the contrary, the confirmation of this Plan and entry of this Order shall not: (a) enjoin, <br />impact or affect the prosecution of the Derivative Actions, the Class Actions or the Securities Actions, <br />except that the Debtors and the Reorganized Debtors shall retain the right to object to the allowance of <br />any Claim filed in these Chapter 11 Cases arising out of or related to the Derivative Actions, the Class <br />Actions or the Securities Actions; or (b) release or otherwise effect a release of PricewaterhouseCoopers <br />LLC or any other party to the PwC Litigation. In addition, nothing set forth in Section 11.4 of the Plan <br />or this Order shall preclude or otherwise impair the rights of the SEC to administer and enforce the <br />United States federal securities laws, except that the Debtors and the Reorganized Debtors shall retain <br />the right to object to the allowance of any Claim filed by the SEC in these Chapter 11 Cases. <br />16. Exemption from Securities Laws. The provisions of Section 1145 of the Bankruptcy <br />Code are applicable to the issuance and distribution under the Plan of the New Debt Securities, <br />including, without limitation, the SAC Holding Senior Notes, under the Plan. Therefore, to the extent <br />that an "offer or sale" is deemed to have occurred with respect to such New Debt Securities, such <br />270895.5 7 <br />