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

Consolidated Groups, Transferee Liability and Tax Agreements. Other than the affiliated group of which the Company is the ultimate parent company, 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, (ii) has any actual or potential 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, bound by or has any material liability under any Tax sharing, allocation or indemnification agreement or arrangement (other than customary Tax indemnifications contained in credit or other commercial agreements the primary purpose of which agreements does not relate to Taxes (other than any Company Benefit Plan).

Consolidated Groups, Transferee Liability and Tax Agreements. Other than the affiliated group Except as set forth in Section 3.06(h) of which the Company is the ultimate parent companyDisclosure Letter, neither the Company nor any of its prior Subsidiaries (i) has been a member of a group filing Tax Returns on a consolidated, combined, unitary or similar basis, (ii) has any actual or potential material liability for Taxes of any Person (other than the Company or any of its prior 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 material liability under any Tax sharing, allocation or indemnification agreement or arrangement (other than customary Tax indemnifications contained in credit or other commercial agreements the primary purpose of which agreements does not relate to Taxes (other than any Company Benefit Plan)arrangement.

Consolidated Groups, Transferee Liability and Tax Agreements. Other than the affiliated group of which the Company is the ultimate parent company, neither Neither 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 (excluding any group of which the Company was the common parent entity); (ii) has any actual or potential 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 by, or has any material liability under any Tax sharing, allocation allocation, or indemnification agreement or arrangement (other than customary Tax indemnifications contained in credit or other commercial agreements the primary purpose of which such agreements does not relate to Taxes (other than any Company Benefit PlanTaxes).