Common use of Remainco Liability Clause in Contracts

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.)

AutoNDA by SimpleDocs

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.

Appears in 2 contracts

Samples: Tax Matters Agreement (Everi Holdings Inc.), Tax Matters Agreement (International Game Technology PLC)

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.)

AutoNDA by SimpleDocs

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 (Regal Beloit Corp), Tax Matters Agreement (Rexnord Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!