Common use of Actions in Connection with the Distribution Clause in Contracts

Actions in Connection with the Distribution. (a) Each of LSC and Donnelley Financial shall file such amendments and supplements to their respective Forms 10 as may be necessary or advisable in order to cause the same to become and remain effective as required by the SEC or federal, state or other applicable securities Laws. Each of LSC and Donnelley Financial shall mail to the holders of RRD Common Stock as of the applicable Record Date, on or prior to the applicable Distribution Date, the Information Statement included in its Form 10, as well as any other information concerning LSC or Donnelley Financial, as applicable, their business, operations and management, the Plan of Reorganization and such other matters as may be necessary or advisable or as may be required by Law. (b) Each of LSC, Donnelley Financial and RRD shall cooperate in preparing, filing with the SEC or similar (US or international) authority and causing to become effective registration statements or amendments thereof which are required to reflect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the Plan of Reorganization or other transactions contemplated by this Agreement and the Ancillary Agreements. Each of LSC and Donnelley Financial shall prepare and, in accordance with applicable Law, file with the SEC or similar authority any such documentation that is necessary or desirable to effectuate the applicable Distribution, and RRD, LSC and Donnelley Financial shall each use reasonable best efforts to obtain all necessary approvals from the SEC with respect thereto as soon as practicable. (c) Each of LSC and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain the relevant receipts in respect of same, which receipts shall not have been revoked, as required by the applicable Canadian Securities Regulators or Canadian securities laws to qualify the distribution of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common Stock. (d) Each of LSC and Donnelley Financial shall prepare and file, and shall use reasonable best efforts to have approved and made effective, an application for the original listing of the LSC Common Stock and Donnelley Financial Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSE, subject to official notice of distribution. (e) Each Party shall provide all cooperation reasonably requested by the other Parties that is necessary or desirable in connection with the Financing Arrangements.

Actions in Connection with the Distribution. (a) Each of LSC and Donnelley Financial Prior to the Distribution Date, Cyclerion shall file such amendments and supplements to their respective Forms its Form 10 as Ironwood may reasonably request, and such amendments as may be necessary or advisable in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to its Form 10 as may be required by the SEC Commission or federal, state or other applicable non-U.S. securities Laws. Each of LSC and Donnelley Financial shall Ironwood shall, or at Ironwood’s election, Cyclerion shall, mail (or deliver by electronic means where not prohibited by Law) to the holders of RRD Ironwood Common Stock as of the applicable Record DateStock, at such time on or prior to the applicable Distribution DateDate as Ironwood shall determine, the Information Statement included in its Form 1010 (or a Notice of Internet Availability of the Information Statement), as well as any other information concerning LSC or Donnelley FinancialCyclerion, as applicable, their its business, operations and management, the Plan of Reorganization transactions contemplated herein and such other matters as may be Ironwood shall reasonably determine are necessary or advisable or and as may be required by Law. (b) Each of LSC. Promptly after receiving a request from Ironwood, Donnelley Financial and RRD shall cooperate in preparing, filing with the SEC or similar (US or international) authority and causing to become effective registration statements or amendments thereof which are required to reflect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the Plan of Reorganization or other transactions contemplated by this Agreement and the Ancillary Agreements. Each of LSC and Donnelley Financial Cyclerion shall prepare and, in accordance with applicable Law, file with the SEC or similar authority Commission any such documentation that Ironwood reasonably determines is necessary or desirable to effectuate the applicable Distribution, and RRD, LSC Ironwood and Donnelley Financial Cyclerion shall each use commercially reasonable best efforts to obtain all necessary approvals from the SEC Commission with respect thereto as soon as practicable. (cb) Each of LSC Cyclerion shall use commercially reasonable efforts in preparing, filing with the Commission and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain the relevant receipts in respect of same, which receipts shall not have been revokedcausing to become effective, as soon as reasonably practicable (but in any case prior to the Distribution Effective Time), an effective registration statement or amendments thereof which are required by in connection with the applicable Canadian Securities Regulators establishment of, or Canadian securities laws to qualify the distribution amendments to, any employee benefit plans of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common StockCyclerion. (dc) Each of LSC To the extent not already approved and Donnelley Financial shall prepare and fileeffective, and Cyclerion shall use commercially reasonable best efforts to have approved and made effective, an the application for the original listing on NASDAQ of the LSC Cyclerion Common Stock and Donnelley Financial Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSEDistribution, subject to official notice of distribution. (ed) Each Party Nothing in this Section 4.3 shall provide all cooperation reasonably requested by be deemed to shift or otherwise impose Liability for any portion of the other Parties that is necessary Form 10 or desirable in connection with the Financing ArrangementsInformation Statement to Ironwood.

Actions in Connection with the Distribution. (a) Each of LSC and Donnelley Financial ADT NA shall file such amendments and supplements to their respective Forms the ADT NA Form 10 as Tyco International may reasonably request, and such amendments as may be necessary or advisable in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to the SEC ADT NA Form 10 as may be required by the Commission or federal, state or other applicable foreign securities Laws. Each of LSC and Donnelley Financial ADT NA shall mail to the holders of RRD Tyco Common Stock as of the applicable Record DateStock, at such time on or prior to the applicable ADT NA Distribution DateDate as Tyco International shall determine, the ADT NA Information Statement included in its the ADT NA Form 10, as well as any other information concerning LSC or Donnelley FinancialADT NA, as applicable, their its business, operations and management, the ADT NA Plan of Reorganization Separation and such other matters as may be Tyco International shall reasonably determine are necessary or advisable or and as may be required by Law. (b) Each of LSC, Donnelley Financial and RRD ADT NA shall also cooperate with Tyco International in preparing, filing with the SEC Commission or similar (US U.S. or international) authority and causing to become effective registration statements or amendments thereof which are required to reflect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the ADT NA Plan of Reorganization Separation or other transactions contemplated by this Agreement and the Ancillary Agreements. Each of LSC and Donnelley Financial Promptly after receiving a request from Tyco International, to the extent requested, ADT NA shall prepare and, in accordance with applicable Law, file with the SEC Commission or similar authority any such documentation that Tyco International determines is necessary or desirable to effectuate the applicable Distribution, and RRD, LSC Tyco International and Donnelley Financial ADT NA shall each use reasonable best efforts to obtain all necessary approvals from the SEC Commission with respect thereto as soon as practicable. (c) Each of LSC and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain the relevant receipts in respect of samePromptly after receiving a request from Tyco International, which receipts shall not have been revoked, as required by the applicable Canadian Securities Regulators or Canadian securities laws to qualify the distribution of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common Stock. (d) Each of LSC and Donnelley Financial ADT NA shall prepare and file, and shall use reasonable best efforts to have approved and made effective, an application for the original listing of the LSC ADT NA Common Stock and Donnelley Financial Common Stock, as applicable, to be distributed in the applicable ADT NA Distribution on the NYSE, subject to official notice of distribution. (ed) Each Party Nothing in this Section 4.3 shall provide all cooperation reasonably requested be deemed, by itself, to shift Liability for any portion of the other Parties that is necessary ADT NA Form 10 or desirable in connection with the Financing ArrangementsADT NA Information Statement to Tyco International.

Actions in Connection with the Distribution. (a) Each of LSC Healthcare and Donnelley Financial Electronics shall file such amendments and supplements to their respective Forms 10 Form 10s as Tyco may reasonably request, and such amendments as may be necessary or advisable in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to their respective Form 10s as may be required by the SEC Commission or federal, state or other applicable foreign securities Laws. Each of LSC Healthcare and Donnelley Financial Electronics shall mail to the holders of RRD Tyco Common Stock as of the applicable Record DateStock, at such time on or prior to the applicable Distribution DateDate as Tyco shall determine, the Information Statement included in its Form 10, as well as any other information concerning LSC Healthcare or Donnelley FinancialElectronics, as applicable, their business, operations and management, the Plan of Reorganization Separation and such other matters as may be Tyco shall reasonably determine are necessary or advisable or and as may be required by Law. (b) Each of LSC, Donnelley Financial Healthcare and RRD Electronics shall also cooperate with Tyco in preparing, filing with the SEC or similar (US or international) authority Commission and causing to become effective registration statements or amendments thereof which are required to reflect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the Plan of Reorganization Separation or other transactions contemplated by this Agreement and the Ancillary Agreements. Each Promptly after receiving a request from Tyco, to the extent requested, each of LSC Healthcare and Donnelley Financial Electronics shall prepare and, in accordance with applicable Law, file with the SEC or similar authority Commission any such documentation that Tyco determines is necessary or desirable to effectuate the applicable Distribution, and RRDTyco, LSC Healthcare and Donnelley Financial Electronics shall each use reasonable best efforts to obtain all necessary approvals from the SEC Commission with respect thereto as soon as practicable. (c) Each Promptly after receiving a request from Tyco, each of LSC Healthcare and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain the relevant receipts in respect of same, which receipts shall not have been revoked, as required by the applicable Canadian Securities Regulators or Canadian securities laws to qualify the distribution of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common Stock. (d) Each of LSC and Donnelley Financial Electronics shall prepare and file, and shall use reasonable best efforts to have approved and made effective, an application for the original listing of the LSC Healthcare Common Stock and Donnelley Financial Electronics Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSE, subject to official notice of distribution. (ed) Each Party shall provide all cooperation reasonably requested by the other Parties that is necessary or desirable in connection with the Financing Arrangements. (e) Nothing in this Section 4.3 shall be deemed, by itself, to shift Liability for any portion of such Form 10s or Information Statements to Tyco.

Actions in Connection with the Distribution. (a) Each of LSC Healthcare and Donnelley Financial Electronics shall file such amendments and supplements to their respective Forms 10 Form 10s as Tyco may reasonably request, and such amendments as may be necessary or advisable in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to their respective Form 10s as may be required by the SEC Commission or federal, state or other applicable foreign securities Laws. Each of LSC Healthcare and Donnelley Financial Electronics shall mail to the holders of RRD Tyco Common Stock as of the applicable Record DateStock, at such time on or prior to the applicable Distribution DateDate as Tyco shall determine, the Information Statement included in its Form 10, as well as any other information concerning LSC Healthcare or Donnelley FinancialElectronics, as applicable, their business, operations and management, the Plan of Reorganization Separation and such other matters as may be Tyco shall reasonably determine are necessary or advisable or and as may be required by Law. (b) Each of LSC, Donnelley Financial Healthcare and RRD Electronics shall also cooperate with Tyco in preparing, filing with the SEC Commission or similar (US U.S. or international) authority and causing to become effective registration statements or amendments thereof which are required to reflect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the Plan of Reorganization Separation or other transactions contemplated by this Agreement and the Ancillary Agreements. Each Promptly after receiving a request from Tyco, to the extent requested, each of LSC Healthcare and Donnelley Financial Electronics shall prepare and, in accordance with applicable Law, file with the SEC Commission or similar authority any such documentation that Tyco determines is necessary or desirable to effectuate the applicable Distribution, and RRDTyco, LSC Healthcare and Donnelley Financial Electronics shall each use reasonable best efforts to obtain all necessary approvals from the SEC Commission with respect thereto as soon as practicable. (c) Each Promptly after receiving a request from Tyco, each of LSC Healthcare and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain the relevant receipts in respect of same, which receipts shall not have been revoked, as required by the applicable Canadian Securities Regulators or Canadian securities laws to qualify the distribution of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common Stock. (d) Each of LSC and Donnelley Financial Electronics shall prepare and file, and shall use reasonable best efforts to have approved and made effective, an application for the original listing of the LSC Healthcare Common Stock and Donnelley Financial Electronics Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSE, subject to official notice of distribution. (ed) Each Party shall provide all cooperation reasonably requested by the other Parties that is necessary or desirable in connection with the Financing Arrangements. (e) Nothing in this Section 4.3 shall be deemed, by itself, to shift Liability for any portion of such Form 10s or Information Statements to Tyco.

Actions in Connection with the Distribution. (a) Each of LSC and Donnelley Financial Prior to the Distribution Date, New SAIC shall file such amendments and supplements to their respective Forms its Form 10 as SAIC may reasonably request, and such amendments as may be necessary or advisable in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to its Form 10 as may be required by the SEC Commission or federal, state or other applicable foreign securities Laws. Each of LSC and Donnelley Financial New SAIC shall mail to the holders of RRD Leidos Common Stock as of the applicable Record DateStock, at such time on or prior to the applicable Distribution DateDate as SAIC shall determine, the Information Statement included in its Form 10, as well as any other information concerning LSC or Donnelley FinancialNew SAIC, as applicable, their its business, operations and management, the Plan of Reorganization transaction contemplated herein and such other matters as may be SAIC shall reasonably determine are necessary or advisable or and as may be required by Law. (b) Each of LSC. Promptly after receiving a request from SAIC, Donnelley Financial and RRD shall cooperate in preparingto the extent requested, filing with the SEC or similar (US or international) authority and causing to become effective registration statements or amendments thereof which are required to reflect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the Plan of Reorganization or other transactions contemplated by this Agreement and the Ancillary Agreements. Each of LSC and Donnelley Financial New SAIC shall prepare and, in accordance with applicable Law, file with the SEC or similar authority Commission any such documentation that SAIC reasonably determines is necessary or desirable to effectuate the applicable Distribution, and RRD, LSC SAIC and Donnelley Financial New SAIC shall each use commercially reasonable best efforts to obtain all necessary approvals from the SEC Commission with respect thereto as soon as practicable. (cb) Each of LSC New SAIC shall use commercially reasonable efforts in preparing, filing with the Commission and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain the relevant receipts in respect of same, which receipts shall not have been revokedcausing to become effective, as soon as reasonably practicable (but in any case prior to the Effective Time), an effective registration statement or amendments thereof which are required by in connection with the applicable Canadian Securities Regulators establishment of, or Canadian securities laws to qualify the distribution amendments to, any employee benefit plans of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common StockNew SAIC. (dc) Each of LSC To the extent not already approved and Donnelley Financial shall prepare and fileeffective, and New SAIC shall use commercially reasonable best efforts to have approved and made effective, an the application for the original listing on the NYSE of the LSC New SAIC Common Stock and Donnelley Financial Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSEDistribution, subject to official notice of distributiondistribution and SAIC shall use commercially reasonable efforts to have approved with the NYSE the change in its ticker symbol from “SAI” to “LDOS”. (ed) Each Party shall provide all cooperation reasonably requested by the other Parties Party that is necessary or desirable in connection with the Financing ArrangementsNew SAIC Financing. (e) Leidos shall promptly send to each Record Holder a statement concerning information regarding the allocation of tax basis between the Leidos Common Stock and New SAIC Common Stock held by such stockholder or otherwise satisfy any requirement to so send by instead posting such information on its website in accordance with, and for the time required by, applicable Law.

Actions in Connection with the Distribution. (a) Each of LSC In connection with the Distribution, Bentley and Donnelley Financial CPEX shall file such amendments prepare and supplements to their respective Forms 10 as may be necessary or advisable in order to cause the same to become and remain effective as required by the SEC or federal, state or other applicable securities Laws. Each of LSC and Donnelley Financial shall mail to the holders of RRD Bentley Common Stock as of the applicable Record Date, on or prior to the applicable Distribution Datesuch information concerning CPEX, the Information Statement included in its Form 10, as well as any other information concerning LSC or Donnelley Financial, as applicable, their businessCPEX Business, operations and management, the Plan of Reorganization Distribution, the Separation and such other matters as may be necessary or advisable or Bentley shall reasonably determine and as may be required by Lawlaw. (b) Each of LSCCPEX shall also prepare, Donnelley Financial and RRD shall cooperate in preparing, filing file with the SEC or similar (US or international) authority Commission and causing cause to become effective any registration statements or amendments thereof which are thereto required to reflect effect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the Plan of Reorganization or other transactions contemplated by this Agreement and Agreement, or any of the Ancillary Agreements. Each of LSC and Donnelley Financial CPEX shall prepare and, in accordance with applicable Law, file with the SEC or similar authority Commission the Form 10, including amendments, supplements and any such other documentation that which is necessary or desirable to effectuate the applicable Distribution, and RRD, LSC Bentley and Donnelley Financial CPEX shall each use reasonable best efforts to obtain all necessary approvals from the SEC Commission with respect thereto as soon as practicable. (c) Each of LSC Bentley and Donnelley Financial CPEX shall prepare and file take all such prospectuses action as may be necessary or advisable and shall obtain appropriate under the relevant receipts in respect of same, which receipts shall not have been revoked, as required by the applicable Canadian Securities Regulators securities or Canadian securities blue sky laws to qualify the distribution of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders states or other political subdivisions of RRD Common Stockthe United States or of other foreign jurisdictions in connection with the Distribution. (d) Each of LSC Bentley and Donnelley Financial CPEX shall take all reasonable steps necessary and appropriate to cause the conditions set forth in Section 3.3 to be satisfied and to effect the Distribution on the Distribution Date. (e) Promptly after receiving a request from Bentley, CPEX shall prepare and file, and shall use reasonable best efforts to have approved and made effective, an application for the original listing on the Exchange of the LSC CPEX Common Stock and Donnelley Financial Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSEDistribution, subject to official notice of distribution. (ef) Each Party Bentley shall provide all cooperation reasonably requested by give the other Parties Exchange not less than ten (10) days’ advance notice of the Record Date in compliance with Rule 10b-17 under the Exchange Act. (g) Bentley and CPEX shall cooperate to change the name, effective on or prior to the Distribution Date, of any entity that is necessary part of the (i) CPEX Group so that the words “Bentley,” “Belmac,” “Davur,” or desirable “Rimafar” or derivations thereof are not included in connection with any such name and (i) Bentley Group so that the Financing Arrangementsword “CPEX” or derivations thereof are not included in any such name.

Actions in Connection with the Distribution. (a) Each of LSC and Donnelley Financial ATMCo shall file such amendments and supplements to their respective Forms 10 the Registration Statement as NCR may reasonably request, and such amendments as may be necessary or advisable in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to the Registration Statement and Information Statement as may be required by the SEC or federal, state or other applicable foreign securities Laws. Each of LSC and Donnelley Financial NCR shall mail to the holders of RRD NCR Common Stock as of the applicable Record DateStock, at such time on or prior to the applicable Distribution DateDate as NCR shall determine, the Information Statement included in the Registration Statement (or, alternatively, NCR shall make available the Information Statement to the applicable holders of NCR Common Stock and cause to be mailed to the holders of NCR Common Stock, at such time on or prior to the Distribution Date as NCR shall determine, a notice of internet availability of the Information Statement and post such notice on its Form 10website, in each case in compliance with Rule 14a-16 promulgated by the SEC pursuant to the Exchange Act, as well as any other information concerning LSC or Donnelley Financial, as applicable, their business, operations and management, the Plan of Reorganization and such other matters as rule may be necessary or advisable or as may be required by Lawamended from time to time). (b) Each of LSCATMCo shall also prepare, Donnelley Financial and RRD shall cooperate in preparing, filing file with the SEC or similar (US or international) authority and causing cause to become effective effective, as of the Distribution or as promptly as practicable thereafter, any registration statements or amendments thereof which are required to reflect effect the establishment of, or amendments to, any employee benefit and other plans or as otherwise necessary or appropriate in connection with the Plan of Reorganization or other transactions contemplated by this Agreement and Agreement, or any of the Ancillary Agreements, including any transactions related to financings or other credit facilities. Each of LSC and Donnelley Financial Promptly after receiving a request from NCR, ATMCo shall prepare and, in accordance with applicable Law, file with the SEC or similar authority any such documentation that NCR determines is necessary or desirable to effectuate the applicable Distribution, and RRD, LSC NCR and Donnelley Financial ATMCo shall each use commercially reasonable best efforts to obtain all necessary approvals from the SEC with respect thereto as soon as practicable. (c) Each of LSC and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain Prior to the relevant receipts in respect of sameDistribution, which receipts shall not have been revoked, as required by the applicable Canadian Securities Regulators or Canadian securities laws to qualify the distribution of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common Stock. (d) Each of LSC and Donnelley Financial ATMCo shall prepare and file, and shall use commercially reasonable best efforts to have approved and made effective, an application for the original listing on the NYSE of the LSC ATMCo Common Stock and Donnelley Financial Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSEDistribution, subject to official notice of distribution. (ed) Each Party Nothing in this Section 4.3 shall provide all cooperation reasonably requested be deemed, by itself, to create a Liability of NCR for any portion of, or action with respect to, the other Parties that is necessary or desirable in connection with the Financing ArrangementsRegistration Statement.

Actions in Connection with the Distribution. (a) Each of LSC Realogy, Wyndham and Donnelley Financial Travelport shall file such amendments and supplements to their respective Forms 10 Form 10s as Cendant may reasonably request, and such amendments as may be necessary or advisable in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to their respective Form 10s as may be required by the SEC Commission or federal, state or other applicable foreign securities Laws. Each of LSC Realogy, Wyndham and Donnelley Financial Travelport shall mail to the holders of RRD Cendant Common Stock as of the applicable Record DateStock, at such time on or prior to the applicable Distribution DateDate as Cendant shall determine, the Information Statement included in its the Form 10, as well as any other information concerning LSC Realogy, Wyndham or Donnelley FinancialTravelport, as applicable, their business, operations and management, the Plan of Reorganization Separation and such other matters as may be Cendant shall reasonably determine are necessary or advisable or and as may be required by Law. (b) Each of LSCRealogy, Donnelley Financial Wyndham and RRD Travelport shall also cooperate with Cendant in preparing, filing with the SEC or similar (US or international) authority Commission and causing to become effective registration statements or amendments thereof which are required to reflect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the Plan of Reorganization Separation or other transactions contemplated by this Agreement and the Ancillary Agreements. Each Promptly after receiving a request from Cendant, to the extent requested, each of LSC Realogy, Wyndham and Donnelley Financial Travelport shall prepare and, in accordance with applicable Law, file with the SEC or similar authority Commission any such documentation that Cendant determines is necessary or desirable to effectuate the applicable Distribution, and RRDCendant, LSC Realogy, Wyndham and Donnelley Financial Travelport shall each use commercially reasonable best efforts to obtain all necessary approvals from the SEC Commission with respect thereto as soon as practicable. (c) Each Promptly after receiving a request from Cendant, each of LSC Realogy, Wyndham and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain the relevant receipts in respect of same, which receipts shall not have been revoked, as required by the applicable Canadian Securities Regulators or Canadian securities laws to qualify the distribution of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common Stock. (d) Each of LSC and Donnelley Financial Travelport shall prepare and file, and shall use commercially reasonable best efforts to have approved and made effective, an application for the original listing of the LSC Realogy Common Stock, Wyndham Common Stock and Donnelley Financial Travelport Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSE, subject to official notice of distribution. (ed) Each Party Nothing in this Section 4.3 shall provide all cooperation reasonably requested be deemed, by the other Parties that is necessary itself, to shift Liability for any portion of such Form 10s or desirable in connection with the Financing ArrangementsInformation Statements to Cendant.

Actions in Connection with the Distribution. (a) Each of LSC Healthcare and Donnelley Financial Electronics shall file such amendments and supplements to their respective Forms 10 Form 10s as Tyco may reasonably request, and such amendments as may be necessary or advisable in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to their respective Form 10s as may be required by the SEC Commission or federal, state or other applicable foreign securities Laws. Each of LSC Healthcare and Donnelley Financial Electronics shall mail to the holders of RRD Tyco Common Stock as of the applicable Record DateStock, at such time on or prior to the applicable Distribution DateDate as Tyco shall determine, the Information Statement included in its Form 10, as well as any other information concerning LSC Healthcare or Donnelley FinancialElectronics, as applicable, their business, operations and management, the Plan of Reorganization Separation and such other matters as may be Tyco shall reasonably determine are necessary or advisable or and as may be required by Law. (b) Each of LSC, Donnelley Financial Healthcare and RRD Electronics shall also cooperate with Tyco in preparing, filing with the SEC Commission or similar (US or international) authority and causing to become effective registration statements or amendments thereof which are required to reflect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the Plan of Reorganization Separation or other transactions contemplated by this Agreement and the Ancillary Agreements. Each Promptly after receiving a request from Tyco, to the extent requested, each of LSC Healthcare and Donnelley Financial Electronics shall prepare and, in accordance with applicable Law, file with the SEC Commission or similar authority any such documentation that Tyco determines is necessary or desirable to effectuate the applicable Distribution, and RRDTyco, LSC Healthcare and Donnelley Financial Electronics shall each use reasonable best efforts to obtain all necessary approvals from the SEC Commission with respect thereto as soon as practicable. (c) Each Promptly after receiving a request from Tyco, each of LSC Healthcare and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain the relevant receipts in respect of same, which receipts shall not have been revoked, as required by the applicable Canadian Securities Regulators or Canadian securities laws to qualify the distribution of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common Stock. (d) Each of LSC and Donnelley Financial Electronics shall prepare and file, and shall use reasonable best efforts to have approved and made effective, an application for the original listing of the LSC Healthcare Common Stock and Donnelley Financial Electronics Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSE, subject to official notice of distribution. (ed) Each Party shall provide all cooperation reasonably requested by the other Parties that is necessary or desirable in connection with the Financing Arrangements. (e) Nothing in this Section 4.3 shall be deemed, by itself, to shift Liability for any portion of such Form 10s or Information Statements to Tyco.

Actions in Connection with the Distribution. (a) Each of LSC and Donnelley Financial Prior to the Distribution Date, Baudax shall file such amendments and supplements to their respective Forms its Form 10 as Recro may reasonably request, and such amendments as may be necessary or advisable in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to its Form 10 as may be required by the SEC Commission or federal, state or other applicable non-U.S. securities Laws. Each of LSC and Donnelley Financial shall Recro shall, or at Recro’s election, Baudax shall, mail (or deliver by electronic means where not prohibited by Law) to the holders of RRD Recro Common Stock as of the applicable Record DateStock, at such time on or prior to the applicable Distribution DateDate as Recro shall determine, the Information Statement included in its Form 1010 (or a Notice of Internet Availability of the Information Statement), as well as any other information concerning LSC or Donnelley FinancialBaudax, as applicable, their its business, operations and management, the Plan of Reorganization transactions contemplated herein and such other matters as may be Recro shall reasonably determine are necessary or advisable or and as may be required by Law. (b) Each of LSC. Promptly after receiving a request from Recro, Donnelley Financial and RRD shall cooperate in preparing, filing with the SEC or similar (US or international) authority and causing to become effective registration statements or amendments thereof which are required to reflect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the Plan of Reorganization or other transactions contemplated by this Agreement and the Ancillary Agreements. Each of LSC and Donnelley Financial Baudax shall prepare and, in accordance with applicable Law, file with the SEC or similar authority Commission any such documentation that Recro reasonably determines is necessary or desirable to effectuate the applicable Distribution, and RRD, LSC Recro and Donnelley Financial Baudax shall each use commercially reasonable best efforts to obtain all necessary approvals from the SEC Commission with respect thereto as soon as practicable. (cb) Each of LSC Baudax shall use commercially reasonable efforts in preparing, filing with the Commission and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain the relevant receipts in respect of same, which receipts shall not have been revokedcausing to become effective, as soon as reasonably practicable (but in any case prior to the Distribution Effective Time), an effective registration statement or amendments thereof which are required by in connection with the applicable Canadian Securities Regulators establishment of, or Canadian securities laws to qualify the distribution amendments to, any employee benefit plans of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common StockBaudax. (dc) Each of LSC To the extent not already approved and Donnelley Financial shall prepare and fileeffective, and Baudax shall use commercially reasonable best efforts to have approved and made effective, an the application for the original listing on Nasdaq of the LSC Baudax Common Stock and Donnelley Financial Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSEDistribution, subject to official notice of distribution. (ed) Each Party Nothing in this Section 4.3 shall provide all cooperation reasonably requested by be deemed to shift or otherwise impose Liability for any portion of the other Parties that is necessary Form 10 or desirable in connection with the Financing ArrangementsInformation Statement to Recro.

Actions in Connection with the Distribution. (a) Each of LSC and Donnelley Financial WABCO shall file such amendments and supplements to their respective Forms the Form 10 as ASD may reasonably request, and such amendments as may be necessary or advisable in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to the SEC Form 10 and Information Statement as may be required by the Commission or federal, state or other applicable foreign securities Laws. Each of LSC and Donnelley Financial ASD shall mail to the holders of RRD ASD Common Stock as of the applicable Record DateStock, at such time on or prior to the applicable Distribution DateDate as ASD shall determine, the Information Statement included in its the Form 10, as well as any other information concerning LSC or Donnelley FinancialWABCO, as applicable, their WABCO’s business, operations and management, the Plan of Reorganization Separation and such other matters as may be ASD shall reasonably determine are necessary or advisable or and as may be required by Law. (b) Each of LSCWABCO shall also prepare, Donnelley Financial and RRD shall cooperate in preparing, filing file with the SEC or similar (US or international) authority Commission and causing cause to become effective any registration statements or amendments thereof which are required to reflect effect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the Plan of Reorganization or other transactions contemplated by this Agreement and Agreement, or any of the Ancillary Agreements, including any transactions related to financings or other credit facilities. Each of LSC and Donnelley Financial Promptly after receiving a request from ASD, WABCO shall prepare and, in accordance with applicable Law, file with the SEC or similar authority Commission any such documentation that ASD determines is necessary or desirable to effectuate the applicable Distribution, and RRD, LSC ASD and Donnelley Financial WABCO shall each use commercially reasonable best efforts to obtain all necessary approvals from the SEC Commission with respect thereto as soon as practicable. (c) Each of LSC and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain the relevant receipts in respect of samePromptly after receiving a request from ASD, which receipts shall not have been revoked, as required by the applicable Canadian Securities Regulators or Canadian securities laws to qualify the distribution of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common Stock. (d) Each of LSC and Donnelley Financial WABCO shall prepare and file, and shall use commercially reasonable best efforts to have approved and made effective, an application for the original listing on the NYSE of the LSC WABCO Common Stock and Donnelley Financial Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSEDistribution, subject to official notice of distribution. (ed) Each Party Nothing in this Section 4.3 shall provide all cooperation reasonably requested be deemed, by itself, to create a Liability of ASD for any portion of the other Parties that is necessary or desirable in connection with the Financing ArrangementsForm 10.

Actions in Connection with the Distribution. (a) Each of LSC and Donnelley Financial Entertainment shall file such amendments and supplements to their respective Forms the Form 10 as CCU may reasonably request, and such amendments as may be necessary or advisable in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to the Form 10 as may be required by the SEC or federal, state or other applicable foreign securities Laws. Each of LSC and Donnelley Financial Entertainment shall mail to the holders of RRD CCU Common Stock as of the applicable Record DateStock, at such time on or prior to the applicable Distribution DateDate as CCU shall determine, the Information Statement information statement included in its the Form 10, as well as any other information concerning LSC or Donnelley FinancialEntertainment, as applicable, their its business, operations and management, the Plan of Reorganization Contribution, the Distribution and such other matters as may be CCU shall reasonably determine are necessary or advisable or and as may be required by Law. (b) Each of LSC, Donnelley Financial CCU and RRD Entertainment shall also cooperate in preparing, filing with the SEC or similar (US or international) authority and causing to become effective registration statements or amendments thereof which are required to reflect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the Plan of Reorganization Distribution, the Contribution or other transactions contemplated by this Agreement and the Ancillary AgreementsTransaction Documents, including the Employee Matters Agreement. Each of LSC and Donnelley Financial Promptly after receiving a request from CCU, to the extent requested, Entertainment shall prepare and, in accordance with applicable Law, file with the SEC or similar authority any such documentation that CCU determines is necessary or desirable to effectuate the applicable Distribution, and RRD, LSC CCU and Donnelley Financial Entertainment shall each use commercially reasonable best efforts to obtain all necessary approvals from the SEC with respect thereto as soon as practicable. (c) Each of LSC and Donnelley Financial Promptly after receiving a request from CCU, Entertainment shall prepare and file take all such prospectuses actions as may be necessary or advisable and shall obtain appropriate under the relevant receipts in respect of same, which receipts shall not have been revoked, as required by the applicable Canadian Securities Regulators state securities or Canadian securities laws to qualify the distribution blue sky Laws of the LSC Common Stock United States (and Donnelley Financial Common Stock to Canadian holders of RRD Common Stockany comparable Laws under any foreign jurisdiction) in connection with the Distribution. (d) Each of LSC and Donnelley Financial Promptly after receiving a request from CCU, Entertainment shall prepare and file, and shall use commercially reasonable best efforts to have approved and made effective, an application for the original listing of the LSC Entertainment Common Stock and Donnelley Financial Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSE, subject to official notice of distribution. (e) Each Party Immediately prior to the consummation of the Distribution, except as otherwise set forth on Schedule 4.3(e), (i) each person who is both an officer, director or employee of any member of the CCU Group and an officer, director or employee of any member of the Entertainment Group immediately prior to the Distribution Date (each a “Shared Employee”) and who is to continue as an officer, director or employee of any member of the CCU Group after the Distribution Date shall provide resign from each of such person’s positions with each member of the Entertainment Group, and (ii) each such Shared Employee who is to continue as an officer, director or employee of any member of the Entertainment Group after the Distribution Date shall resign from each of such person’s positions with each member of the CCU Group. (f) Entertainment shall take all cooperation reasonably requested by reasonable steps necessary and appropriate to cause the other Parties that is necessary conditions set forth in Section 4.4 to be satisfied and to effect the Distribution, or desirable in connection with any portion thereof, on the Financing ArrangementsDistribution Date.

Actions in Connection with the Distribution. (a) Each of LSC and Donnelley Financial ADT NA shall file such amendments and supplements to their respective Forms the ADT NA Form 10 as Tyco may reasonably request, and such amendments as may be necessary or advisable in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to the SEC ADT NA Form 10 as may be required by the Commission or federal, state or other applicable foreign securities Laws. Each of LSC and Donnelley Financial ADT NA shall mail to the holders of RRD Tyco Common Stock as of the applicable Record DateStock, at such time on or prior to the applicable ADT NA Distribution DateDate as Tyco shall determine, the ADT NA Information Statement included in its the ADT NA Form 10, as well as any other information concerning LSC or Donnelley FinancialADT NA, as applicable, their its business, operations and management, the ADT NA Plan of Reorganization Separation and such other matters as may be Tyco shall reasonably determine are necessary or advisable or and as may be required by Law. (b) Each of LSC, Donnelley Financial and RRD ADT NA shall also cooperate with Tyco in preparing, filing with the SEC Commission or similar (US U.S. or international) authority and causing to become effective registration statements or amendments thereof which are required to reflect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the ADT NA Plan of Reorganization Separation or other transactions contemplated by this Agreement and the Ancillary Agreements. Each of LSC and Donnelley Financial Promptly after receiving a request from Tyco, to the extent requested, ADT NA shall prepare and, in accordance with applicable Law, file with the SEC Commission or similar authority any such documentation that Tyco determines is necessary or desirable to effectuate the applicable Distribution, and RRD, LSC Tyco and Donnelley Financial ADT NA shall each use reasonable best efforts to obtain all necessary approvals from the SEC Commission with respect thereto as soon as practicable. (c) Each of LSC and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain the relevant receipts in respect of samePromptly after receiving a request from Tyco, which receipts shall not have been revoked, as required by the applicable Canadian Securities Regulators or Canadian securities laws to qualify the distribution of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common Stock. (d) Each of LSC and Donnelley Financial ADT NA shall prepare and file, and shall use reasonable best efforts to have approved and made effective, an application for the original listing of the LSC ADT NA Common Stock and Donnelley Financial Common Stock, as applicable, to be distributed in the applicable ADT NA Distribution on the NYSE, subject to official notice of distribution. (ed) Each Party Nothing in this Section 4.3 shall provide all cooperation reasonably requested be deemed, by itself, to shift Liability for any portion of the other Parties that is necessary ADT NA Form 10 or desirable in connection with the Financing ArrangementsADT NA Information Statement to Tyco.

Actions in Connection with the Distribution. (a) Each of LSC and Donnelley Financial shall file such amendments and supplements to their respective Forms 10 as may be necessary or advisable in order to cause the same to become and remain effective as required by the SEC or federal, state or other applicable securities Laws. Each of LSC and Donnelley Financial shall mail to the holders of RRD Common Stock as of the applicable Record Date, on or prior to the applicable Distribution Date, the Information Statement included in its Form 10, as well as any other information concerning LSC or Donnelley Financial, as applicable, their business, operations and management, the Plan of Reorganization and such other matters as may be necessary or advisable or as may be required by Law. (b) Each of LSC, Donnelley Financial and RRD shall cooperate in preparing, filing with the SEC or similar (US or international) authority and causing to become effective registration statements or amendments thereof which are required to reflect the establishment of, or amendments to, any employee benefit and other plans necessary or appropriate in connection with the Plan of Reorganization or other transactions contemplated by this Agreement and the Ancillary Agreements. Each of LSC and Donnelley Financial shall prepare and, in accordance with applicable Law, file with the SEC or similar authority any such documentation that is necessary or desirable to effectuate the applicable Distribution, and RRD, LSC and Donnelley Financial shall each use reasonable best efforts to obtain all necessary approvals from the SEC with respect thereto as soon as practicable. (c) Each of LSC and Donnelley Financial shall prepare and file such prospectuses as may be necessary or advisable and shall obtain the relevant receipts in respect of same, which receipts shall not have been revoked, as required by the applicable Canadian Securities Regulators or Canadian securities laws to qualify the distribution of the LSC Common Stock and Donnelley Financial Common Stock to Canadian holders of RRD Common Stock. (d) Each of LSC and Donnelley Financial shall prepare and file, and shall use reasonable best efforts to have approved and made effective, an application for the original listing of the LSC Common Stock and Donnelley Financial Common Stock, as applicable, to be distributed in the applicable Distribution on the NYSE[NASDAQ][NYSE], subject to official notice of distribution. (e) Each Party shall provide all cooperation reasonably requested by the other Parties that is necessary or desirable in connection with the Financing Arrangements.