Common use of GRP&E/BCS Liability Clause in Contracts

GRP&E/BCS Liability. GRP&E/BCS SpinCo shall be liable for, and shall indemnify and hold harmless the Parent Group from and against any liability for: (i) any Tax resulting from a breach by GRP&E/BCS SpinCo of any representation or covenant in the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreement; and (ii) any Separation Tax Losses for which GRP&E/BCS SpinCo is responsible pursuant to Section 7.06(a).

GRP&E/BCS Liability. GRP&E/BCS SpinCo shall be liable for, and shall indemnify and hold harmless the Parent Group from and against any liability for: , any Taxes (iwhether payable to a Tax Authority or to another Person pursuant to a contractual indemnity obligation) any Tax resulting from a breach by which are allocated to GRP&E/BCS SpinCo of any representation SpinCo, or covenant in the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreement; and (ii) any Separation Tax Losses for which GRP&E/BCS SpinCo is responsible responsible, pursuant to Section 7.06(a)this Article 2.