Common use of EXCLUSIVITY OF TAX SHARING AGREEMENT Clause in Contracts

EXCLUSIVITY OF TAX SHARING AGREEMENT. Notwithstanding anything in this Agreement to the contrary, and subject to the provisions of Article IV hereof, the Tax Sharing Agreement will be the exclusive agreement among the parties with respect to all matters pertaining to Taxes, including, without limitation, indemnification with respect to matters pertaining to Taxes and indemnification with respect to the qualification of the Distribution as a tax-free distribution under Section 355 and related provisions of the Code.