Examples of RRD Group in a sentence
The Parties agree that the RRD Group (and each of the RRD Affiliates and Subsidiaries) shall indemnify, defend and hold harmless each other Party (and each of their respective Affiliates, Subsidiaries, officers, employees, agents and fiduciaries) with respect to any and all Liabilities with respect to retiree medical, prescription drug and retiree life insurance obligations under the RRD Retiree Medical Plan.
In connection therewith, the Liabilities of such applicable RRD Deferred Compensation Plans and RRD SERPs attributable to the RRD Employees and Former RRD Employees shall be retained by such RRD Deferred Compensation Plans and RRD SERPs. For the avoidance of doubt, following the LSC Distribution Date, in no event shall RRD (or any member of the RRD Group) be responsible for any LSC Deferred Compensation and SERP Liabilities.
RRD shall cause to be performed, and hereby guarantees the performance of, all actions, agreements and obligations set forth in this Agreement to be performed by any member of the RRD Group.
The LSC Group Benefits Plan and the Donnelley Financial Group Benefits Plan shall each cover any pre-existing conditions that are covered under the RRD Group Benefits Plan.
Any amended Tax Return or claim for Tax refund, credit or offset with respect to any member of the RRD Group or the Donnelley Financial Group may be made only by the Company (or its Affiliates) that is the Indemnifying Party for the Taxes shown on the original Tax Return (and, for the avoidance of doubt, subject to the same preparation, review, approval and filing rights set forth in Sections 3.1 or 3.2, to the extent applicable).
Except as set forth on Schedule 6.9(d)(ii), Non-US Severance Plans covering LSC Employees, Former LSC Employees, Donnelley Financial Employees, Former Donnelley Financial Employees, RRD Employees and Former RRD Employees shall continue to be sponsored and maintained by the local sponsoring entity and any Assets and Liabilities thereunder shall be retained by such local entities within the LSC Group, Donnelley Financial Group or RRD Group, respectively.
If any member of the RRD Group is required to make a payment after the Effective Time to a Tax Authority for Taxes allocated to Donnelley Financial under this Agreement, then Donnelley Financial will indemnify and hold harmless RRD from and will pay the amount of Taxes allocated to it to RRD not later than the later of (i) ten (10) Business Days after receiving notification requesting such amount, and (ii) ten (10) Business Days prior to the date such payment is required to be made to such Tax Authority.
All Tax Returns that include any members of the RRD Group or the Donnelley Financial Group, or any of their respective Affiliates, shall be prepared in a manner that is consistent with the Ruling Request, the Ruling, and the Tax Opinion (including, for the avoidance doubt, the Tax Opinion Representations).
Donnelley Financial shall make available, and cause its Subsidiaries to make available, to members of the RRD Group for inspection and copying the portion of any Tax Record in their possession that relates to a Pre-Distribution Period or Post-Distribution Period and which is reasonably necessary for the preparation, review, approval or filing of a Tax Return by a member of the RRD Group or any of their Affiliates or with respect to any Tax Contest with respect to such return.
Except as set forth on Schedule 6.9(b), non-US welfare benefit plans covering LSC Employees, Former LSC Employees, Donnelley Financial Employees, Former Donnelley Financial Employees, RRD Employees and Former RRD Employees shall continue to be sponsored and maintained by the local sponsoring entity and any Assets and Liabilities thereunder shall be retained by such local entities within the LSC Group, Donnelley Financial Group or RRD Group, respectively.