Commercial Arrangements means those arrangements set forth on [Schedule 1.1(28)] and such other commercial arrangements among the Parties that are intended to survive and continue following the applicable Relevant Time; provided, however, that for the avoidance of doubt, Commercial Arrangements shall not apply to any of the following Contracts, arrangements, course of dealings or understandings (or to any of the provisions thereof):
On or prior to the Relevant Time, each of RRD, LSC and Donnelley Financial shall enter into, and/or (where applicable) shall cause a member or members of their respective Group to enter into, the applicable Commercial Arrangements.
None of the Parties or their respective Affiliates will be required to agree to any Adverse Condition or take any action that in the reasonable opinion of that Party would result in or produce an Adverse Condition, in connection with, or as part of the terms of, the Commercial Arrangements.
Entering into the Commercial Arrangements is not a condition to the Closing.
From the Effective Date and consistent with the time frames set forth in Exhibit H, unless and until the termination of this Agreement, each Party will negotiate in good faith and use its reasonable best efforts to agree upon terms and conditions that will govern the commercial arrangements described on Exhibit H to be entered into by the appropriate Parties (or appropriate Affiliates thereof) at the Closing (the "Commercial Arrangements).
Prior to any Commercial Arrangements, the GSC must approve the Commercial Arrangements by majority vote.