By SpinCo. Subject to Section 3.3, SpinCo shall indemnify and hold Parent and each Parent Member harmless against: (a) any and all Taxes for which SpinCo is liable pursuant to Section 2.7; and (b) any and all increases in the liability for Taxes of the Parent Affiliated Group or any Parent Member (or group thereof) as a result of a SpinCo Member’s material inaccuracies in, or failure to timely provide, such information and assistance specified in Section 2.2.
Appears in 3 contracts
Samples: Investment Agreement (SilverSun Technologies, Inc.), Tax Matters Agreement (SilverSun Technologies Holdings, Inc), Tax Matters Agreement (SilverSun Technologies Holdings, Inc)
By SpinCo. Subject to Section Section 3.3, SpinCo shall indemnify and hold Parent and each Parent Member harmless against:
(a) any and all Taxes for which SpinCo is liable pursuant to Section Section 2.7; and
(b) any and all increases in the liability for Taxes of the Parent Affiliated Group or any Parent Member (or group thereof) as a result of a SpinCo Member’s material inaccuracies in, or failure to timely provide, such information and assistance specified in Section Section 2.2.
Appears in 1 contract
Samples: Tax Matters Agreement (SilverSun Technologies Holdings, Inc./Nv)