Cyclerion Liability. Cyclerion shall be liable for, and shall indemnify and hold harmless the Ironwood Group, in each case assuming the relevant member of the Ironwood Group is a Full Taxpayer, from and against any liability for: (i) Taxes that are allocated to Cyclerion under this Article II; (ii) any Taxes resulting from a breach of any of Cyclerion’s covenants in this Agreement, the Separation Agreement or any Ancillary Agreement; and (iii) any Distribution Losses that are the responsibility of Cyclerion under Section 6.4.
Appears in 4 contracts
Samples: Tax Matters Agreement (Ironwood Pharmaceuticals Inc), Tax Matters Agreement (Cyclerion Therapeutics, Inc.), Tax Matters Agreement (Cyclerion Therapeutics, Inc.)
