Common use of Consolidated Groups, Transferee Liability and Tax Agreements Clause in Contracts

Consolidated Groups, Transferee Liability and Tax Agreements. Neither Company nor any of its Subsidiaries (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary or similar basis (other than a member of a group the common parent of which was the Company), (ii) has any liability for Taxes of any Person (other than the Company or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state or foreign Law), as a transferee or successor, by Contract, or otherwise, or (iii) is a party to, bound by or has any liability under any Tax sharing, allocation or indemnification agreement or arrangement.

Consolidated Groups, Transferee Liability and Tax Agreements. Neither Company the Target nor any of its Subsidiaries Subsidiaries, other than with respect to the group consisting solely of Target and one or more of its Subsidiaries, (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary or similar basis (other than a member of a group the common parent of which was the Company)basis, (ii) has any liability material Liability for Taxes of any Person (other than the Company or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state or foreign Law), as a transferee or successor, by Contract, or otherwise, or (iii) is a party to, is bound by or has any liability material Liability under any Tax sharing, allocation or indemnification agreement or arrangementarrangement (other than customary Tax indemnifications contained in credit or other commercial agreements the primary purpose of which does not relate to Taxes).

Consolidated Groups, Transferee Liability and Tax Agreements. Neither the Company nor any of its Subsidiaries Subsidiaries: (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary unitary, or similar basis (other than a member of a any such group including only the common parent of which was the CompanyCompany or its Subsidiaries), ; (ii) has any material liability for Taxes of any Person (other than the Company or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state state, or foreign Law), as a transferee or successor, by Contract, or otherwise, ; or (iii) is a party to, bound by or has any material liability under any Tax sharing, allocation allocation, or indemnification agreement or arrangement.

Consolidated Groups, Transferee Liability and Tax Agreements. Neither Company Parent nor any of its Subsidiaries Subsidiaries: (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary unitary, or similar basis (other than a member of a any such group the common parent of which was the Companyincluding only Parent or its Subsidiaries), ; (ii) has any material liability for Taxes of any Person (other than the Company Parent or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state state, or foreign Law), as a transferee or successor, by Contract, or otherwise, ; or (iii) is a party to, bound by or has any material liability under any Tax sharing, allocation allocation, or indemnification agreement or arrangement.

Consolidated Groups, Transferee Liability and Tax Agreements. Neither Company HCC nor any of its Subsidiaries (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary or similar basis (other than a member consolidated group of a group which HCC is the common parent of which was the Companyparent), (ii) has any liability for Taxes of any Person person (other than the Company HCC or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state or foreign Law), ) as a transferee or successor, successor by Contract, Contract or otherwise, or (iii) is a party to, to or bound by or has any liability under any Tax sharing, allocation or indemnification Contract with respect to Taxes (including any advance pricing agreement, closing agreement or arrangementother Contract) relating to Taxes with any Governmental Entity.

Consolidated Groups, Transferee Liability and Tax Agreements. Neither Company Parent nor any of its Subsidiaries Subsidiaries: (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary unitary, or similar basis (other than a member of except for a group the common parent of which was the Companyis Parent), ; (ii) has any material liability for Taxes of any Person (other than the Company Parent or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state state, or foreign Law), as a transferee or successor, by Contract, or otherwise, ; or (iii) is a party to, bound by or has any material liability under any Tax sharing, allocation allocation, or indemnification agreement or arrangementarrangement (other than customary Tax indemnifications contained in credit or other commercial agreements the primary purpose of which agreements does not relate to Taxes).

Consolidated Groups, Transferee Liability and Tax Agreements. Neither the Company nor any of its Subsidiaries (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary or similar basis (other than a member of a group the common parent of which was the CompanyCompany is the parent), ; (ii) has any liability for Taxes of any Person (other than the Company or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state or foreign Law), as a transferee or successor, by Contract, or otherwise, ; or (iii) is a party to, bound by or has any liability under any Tax sharing, allocation or indemnification agreement or arrangementarrangement (other than customary Tax indemnifications contained in credit or other commercial agreements the primary purpose of which agreements does not relate to Taxes).

Consolidated Groups, Transferee Liability and Tax Agreements. Neither the Company nor any of its Subsidiaries Subsidiaries: (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary unitary, or similar basis (other than a member of a group one in which the Company is the common parent of which was the Company), parent; (ii) has any material liability for Taxes of any Person (other than the Company or any of its Subsidiaries) under Treasury Regulation Regulations Section 1.1502-6 (or any comparable provision of local, state state, or foreign Law), as a transferee or successor, by Contract, or otherwise, ; or (iii) is a party to, bound by or has any material liability under any Tax sharing, allocation allocation, or indemnification agreement or arrangementarrangement (other than customary Tax indemnifications contained in credit or other commercial agreements a primary purpose of which agreements does not relate to Taxes).

Consolidated Groups, Transferee Liability and Tax Agreements. Neither Company nor any of its Subsidiaries The Company: (i) has not been a member of a group filing Tax Returns on a consolidated, combined, unitary unitary, or similar basis (other than a member of a group the common parent of which was the Company), basis; (ii) has does not have any material liability for Taxes of any Person (other than the Company or any of its SubsidiariesCompany) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state state, or foreign Law), as a transferee or successor, by ContractContract (other than pursuant to Contracts entered into in the ordinary course of business not primarily related to Taxes), or otherwise, or ; and (iii) is not a party to, bound by or has any material liability under any Tax sharing, allocation allocation, or indemnification agreement or arrangement.

Consolidated Groups, Transferee Liability and Tax Agreements. Neither Company the Parent nor any of its Subsidiaries Subsidiaries: (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary unitary, or similar basis (other than a member of a group one in which the Parent is the common parent of which was the Company), parent; (ii) has any material liability for Taxes of any Person (other than the Company Parent or any of its Subsidiaries) under Treasury Regulation Regulations Section 1.1502-6 (or any comparable provision of local, state state, or foreign Law), as a transferee or successor, by Contract, or otherwise, ; or (iii) is a party to, bound by or has any material liability under any Tax sharing, allocation allocation, or indemnification agreement or arrangementarrangement (other than customary Tax indemnifications contained in credit or other commercial agreements a primary purpose of which agreements does not relate to Taxes).

Consolidated Groups, Transferee Liability and Tax Agreements. Neither Since January 1, 2010, neither the Company nor any of its Subsidiaries (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary or similar basis (other than a member of a group the common parent of which was the Company), (ii) has any liability for Taxes of any Person (other than the Company or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state or foreign Law), as a transferee or successor, by Contract, or otherwise, or (iii) is a party to, bound by or any has any material liability under any Tax sharing, allocation or indemnification agreement or arrangement.

Consolidated Groups, Transferee Liability and Tax Agreements. Neither the Company nor any of its Subsidiaries Subsidiaries: (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary unitary, or similar basis (basis, other than a member of a group the common parent of which was the Company), Company is a parent; (ii) has any material liability for Taxes of any Person (other than the Company or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any comparable provision of local, state state, or foreign Law), as a transferee or successor, by Contract, or otherwise, ; or (iii) is a party to, bound by or has any material liability under any Tax sharing, allocation allocation, or indemnification agreement or arrangementarrangement with any Person other than the Company and its Subsidiaries.