Common use of Transportation Reimbursement Arrangements Clause in Contracts

Transportation Reimbursement Arrangements. (a) Effective as of the Distribution, BNED Employees will cease participation in the transportation reimbursement account plan sponsored by any member of the B&N Group (the “B&N Transportation Plan”). Effective as of the Distribution, BNED or its Subsidiaries will establish a transportation reimbursement account plan (the “BNED Transportation Plan”). (b) Promptly following the Distribution, with respect to each BNED Employee who has a transportation reimbursement account under the B&N Transportation Plan, B&N shall, or shall cause its Subsidiaries to, transfer to BNED or its Subsidiaries all relevant records relating to the transportation reimbursement account of such BNED Employee under the B&N Transportation Plan and any other information necessary for the administration of the BNED Transportation Plan with respect to such transportation reimbursement account. Promptly following the Distribution, BNED shall, or shall cause its Subsidiaries to, cause the BNED Transportation Plan to accept a spin-off with respect to the transportation reimbursement account of each individual who is a BNED Employee and who has a transportation reimbursement account under the B&N Transportation Plan from the account for the BNED Group in the B&N Transportation Plan and to honor and continue, through the end of the plan year in which the Distribution occurs, the elections made by such employee with respect to a transportation reimbursement account under the B&N Transportation Plan for such plan year. For the avoidance of doubt, neither Party shall be obligated to make any additional payment to the other Party with respect to any overfunding or underfunding of the account for the BNED Group in the B&N Transportation Plan at the time of the spin-off described in the immediately preceding sentence because such account is held separate from the accounts relating to other members of the B&N Group in the B&N Transportation Plan. On and after the Distribution, the BNED Group shall assume and be solely responsible for all claims by BNED Employees under the B&N Transportation Plan, whether incurred prior to, on or after the Distribution, that have not been paid in full as of the Distribution, and following the Distribution BNED shall indemnify, defend and hold harmless the members of the B&N Group from and against any and all Liabilities relating to, arising out of or resulting from claims for reimbursement under the B&N Transportation Plan with respect to BNED Employees that are not paid in full as of the Distribution.

Transportation Reimbursement Arrangements. (a) Effective as of the Distribution, BNED SpinCo Employees will cease participation in the transportation reimbursement account plan sponsored by any member of the B&N HCMC Group (the “B&N HCMC Transportation Plan”). Effective as of the Distribution, BNED SpinCo or its Subsidiaries will establish a transportation reimbursement account plan (the “BNED SpinCo Transportation Plan”). (b) Promptly following the Distribution, with respect to each BNED SpinCo Employee who has a transportation reimbursement account under the B&N HCMC Transportation Plan, B&N HCMC shall, or shall cause its Subsidiaries to, transfer to BNED SpinCo or its Subsidiaries all relevant records relating to the transportation reimbursement account of such BNED SpinCo Employee under the B&N HCMC Transportation Plan and any other information necessary for the administration of the BNED SpinCo Transportation Plan with respect to such transportation reimbursement account. Promptly following the Distribution, BNED SpinCo shall, or shall cause its Subsidiaries to, cause the BNED SpinCo Transportation Plan to accept a spin-off with respect to the transportation reimbursement account of each individual who is a BNED SpinCo Employee and who has a transportation reimbursement account under the B&N HCMC Transportation Plan from the account for the BNED SpinCo Group in the B&N HCMC Transportation Plan and to honor and continue, through the end of the plan year in which the Distribution occurs, the elections made by such employee with respect to a transportation reimbursement account under the B&N HCMC Transportation Plan for such plan year. For the avoidance of doubt, neither Party shall be obligated to make any additional payment to the other Party with respect to any overfunding or underfunding of the account for the BNED SpinCo Group in the B&N HCMC Transportation Plan at the time of the spin-off described in the immediately preceding sentence because such account is held separate from the accounts relating to other members of the B&N HCMC Group in the B&N HCMC Transportation Plan. On and after the Distribution, the BNED SpinCo Group shall assume and be solely responsible for all claims by BNED SpinCo Employees under the B&N HCMC Transportation Plan, whether incurred prior to, on or after the Distribution, that have not been paid in full as of the Distribution, and following the Distribution BNED SpinCo shall indemnify, defend and hold harmless the members of the B&N HCMC Group from and against any and all Liabilities relating to, arising out of or resulting from claims for reimbursement under the B&N HCMC Transportation Plan with respect to BNED SpinCo Employees that are not paid in full as of the Distribution.