Remainco Liability. Remainco shall be liable for, and shall indemnify and hold harmless the Spinco Group from and against (x) any liability for Remainco Taxes, (y) any Distribution Tax-Related Losses for which Remainco is responsible pursuant to Section 7.02 and (z) Transfer Taxes for which Remainco is responsible pursuant to Section 2.03.
Appears in 4 contracts
Samples: Tax Matters Agreement (International Flavors & Fragrances Inc), Tax Matters Agreement (DuPont De Nemours, Inc.), Tax Matters Agreement (DuPont De Nemours, Inc.)
Remainco Liability. Remainco shall be liable for, and shall indemnify and hold harmless the Spinco Group from and against (x) any liability for Remainco Taxes, Taxes and (y) any Distribution Tax-Related Losses for which Remainco is responsible pursuant to Section 7.02 and (z) Transfer Taxes for which Remainco is responsible pursuant to Section 2.036.02.
Appears in 2 contracts
Samples: Tax Matters Agreement (Rexnord Corp), Tax Matters Agreement (Regal Beloit Corp)
Remainco Liability. Except with respect to Transaction Taxes described in Section 2.01(b)(iii), Remainco shall be liable for, and shall indemnify and hold harmless the Spinco Group and the RMT Group from and against (x) any liability for Remainco Taxes, (y) any Distribution Tax-Related Losses for which Remainco is responsible pursuant to Section 7.02 and (z) Transfer Taxes for which Remainco is responsible pursuant to Section 2.03.for:
Appears in 2 contracts
Samples: Tax Matters Agreement (Glatfelter Corp), Tax Matters Agreement (Berry Global Group, Inc.)
Remainco Liability. Remainco RemainCo shall be liable for, and shall indemnify and hold harmless the Spinco SpinCo Group from and against any and all liability for, Taxes that are allocated to RemainCo under this Section 2 (x) including any liability for Remainco Taxesincrease in such Tax as a result of a Final Determination, (y) and, any Distribution Tax-Related Losses for which Remainco is responsible pursuant to Section 7.02 and (z) Transfer Taxes for which Remainco is responsible pursuant to Section 2.03specified on Schedule A).
Appears in 2 contracts
Samples: Tax Matters Agreement (Maxeon Solar Technologies, Ltd.), Tax Matters Agreement (Maxeon Solar Technologies, Pte. Ltd.)
Remainco Liability. Remainco shall be liable for, and shall indemnify and hold harmless the Spinco Group from and against (x) any liability for for, Remainco Taxes, . (y) any Distribution Tax-Related Losses for which Remainco is responsible pursuant to Section 7.02 and (z) Transfer Taxes for which Remainco is responsible pursuant to Section 2.03.b)
Appears in 2 contracts
Samples: Tax Matters Agreement (Everi Holdings Inc.), Tax Matters Agreement (International Game Technology PLC)
Remainco Liability. Except with respect to Transaction Taxes described in Section 2.01(b)(iv), Remainco shall be liable for, and shall indemnify and hold harmless the Spinco Group and the RMT Group from and against (x) any liability for Remainco Taxes, (y) any Distribution Tax-Related Losses for which Remainco is responsible pursuant to Section 7.02 and (z) Transfer Taxes for which Remainco is responsible pursuant to Section 2.03.for:
Appears in 2 contracts
Samples: Tax Matters Agreement (At&t Inc.), Tax Matters Agreement (Discovery, Inc.)
