Tax Indemnification by Sellers. After Closing, Sellers shall, jointly and severally, indemnify the Purchaser Indemnified Persons, and hold them harmless from and against (a) all Taxes, including unemployment insurance premiums (or the non-payment thereof), of the Purchased Companies for the Pre-Closing Period and (b) any and all Taxes of any member of an affiliated, consolidated, combined, or unitary group of which any Purchased Company is or was a member during the Pre-Closing Period, including pursuant to IRS regulation §1.1502-6 or any analogous or similar state, local or non-U.S. law or regulation.
Appears in 4 contracts
Samples: Membership Interest Purchase Agreement (Iconix Brand Group, Inc.), Membership Interest Purchase Agreement (Iconix Brand Group, Inc.), Membership Interest Purchase Agreement (DHX Media Ltd.)