Common use of Omitted Materials Clause in Contracts

Omitted Materials. If DFS discovers and determines in good faith, within eighteen (18) months after the Effective Date, that any Data that should have been delivered or transferred to DFS pursuant to the DSP was not so delivered or transferred as of the Effective Date (such data, “Potentially Omitted Data”), DFS may provide a written request to RRD describing the Potentially Omitted Data and an explanation (with a reasonable level of detail) as to why such Potentially Omitted Data should have been delivered and transferred to DFS pursuant to the DSP. RRD agrees to consider any such request in a timely manner, and if RRD agrees in good faith that such Potentially Omitted Data should be delivered and transferred to DFS pursuant to the DSP, then RRD shall deliver and transfer such Potentially Omitted Data to DFS within a reasonable time. If RRD determines in good faith that Potentially Omitted Data should not, pursuant to the DSP, be delivered and transferred to DFS, then RRD shall provide to DFS within a reasonable time written notification of such good faith determination, and any continued dispute between the Parties with respect to the correct or erroneous transfer or delivery of Potentially Omitted Data shall be governed under dispute resolution provisions of ARTICLE VIII. This Section 2.2 and ARTICLE VIII state the sole and exclusive remedies of DFS (or any of its Group Companies) for any failure by RRD or any of its Group Companies to transfer or deliver any Data to DFS pursuant to Section 2.1 hereof.

Omitted Materials. If DFS LSC discovers and determines in good faith, within eighteen (18) months after the Effective Date, that any Data that should have been delivered or transferred to DFS LSC pursuant to the DSP was not so delivered or transferred as of the Effective Date (such data, “Potentially Omitted Data”), DFS LSC may provide a written request to RRD describing the Potentially Omitted Data and an explanation (with a reasonable level of detail) as to why such Potentially Omitted Data should have been delivered and transferred to DFS LSC pursuant to the DSP. RRD agrees to consider any such request in a timely manner, and if RRD agrees in good faith that such Potentially Omitted Data should be delivered and transferred to DFS LSC pursuant to the DSP, then RRD shall deliver and transfer such Potentially Omitted Data to DFS LSC within a reasonable time. If RRD determines in good faith that Potentially Omitted Data should not, pursuant to the DSP, be delivered and transferred to DFSLSC, then RRD shall provide to DFS LSC within a reasonable time written notification of such good faith determination, and any continued dispute between the Parties with respect to the correct or erroneous transfer or delivery of Potentially Omitted Data shall be governed under dispute resolution provisions of ARTICLE VIII. This Section 2.2 and ARTICLE VIII state the sole and exclusive remedies of DFS LSC (or any of its Group Companies) for any failure by RRD or any of its Group Companies to transfer or deliver any Data to DFS LSC pursuant to Section 2.1 hereof.

Omitted Materials. If DFS LSC discovers and determines in good faith, within eighteen (18) months after the Effective LSC Distribution Date, that any Data that should have been delivered or transferred to DFS LSC pursuant to the DSP was not so delivered or transferred as of the Effective LSC Distribution Date (such data, “Potentially Omitted Data”), DFS LSC may provide a written request to RRD describing the Potentially Omitted Data and an explanation (with a reasonable level of detail) as to why such Potentially Omitted Data should have been delivered and transferred to DFS LSC pursuant to the DSP. RRD agrees to consider any such request in a timely manner, and if RRD agrees in good faith that such Potentially Omitted Data should be delivered and transferred to DFS LSC pursuant to the DSP, then RRD shall deliver and transfer such Potentially Omitted Data to DFS LSC within a reasonable time. If RRD determines in good faith that Potentially Omitted Data should not, pursuant to the DSP, be delivered and transferred to DFSLSC, then RRD shall provide to DFS LSC within a reasonable time written notification of such good faith determination, and any continued dispute between the Parties with respect to the correct or erroneous transfer or delivery of Potentially Omitted Data shall be governed under dispute resolution provisions of ARTICLE VIII. This Section 2.2 and ARTICLE VIII state the sole and exclusive remedies of DFS LSC (or any of its Group Companies) for any failure by RRD or any of its Group Companies to transfer or deliver any Data to DFS LSC pursuant to Section 2.1 hereof.

Omitted Materials. If DFS discovers and determines in good faith, within eighteen (18) months after the Effective Donnelley Financial Distribution Date, that any Data that should have been delivered or transferred to DFS pursuant to the DSP was not so delivered or transferred as of the Effective Donnelley Financial Distribution Date (such data, “Potentially Omitted Data”), DFS may provide a written request to RRD describing the Potentially Omitted Data and an explanation (with a reasonable level of detail) as to why such Potentially Omitted Data should have been delivered and transferred to DFS pursuant to the DSP. RRD agrees to consider any such request in a timely manner, and if RRD agrees in good faith that such Potentially Omitted Data should be delivered and transferred to DFS pursuant to the DSP, then RRD shall deliver and transfer such Potentially Omitted Data to DFS within a reasonable time. If RRD determines in good faith that Potentially Omitted Data should not, pursuant to the DSP, be delivered and transferred to DFS, then RRD shall provide to DFS within a reasonable time written notification of such good faith determination, and any continued dispute between the Parties with respect to the correct or erroneous transfer or delivery of Potentially Omitted Data shall be governed under dispute resolution provisions of ARTICLE VIII. This Section 2.2 and ARTICLE VIII state the sole and exclusive remedies of DFS (or any of its Group Companies) for any failure by RRD or any of its Group Companies to transfer or deliver any Data to DFS pursuant to Section 2.1 hereof.