Common use of Tax Reporting and Withholding Clause in Contracts

Tax Reporting and Withholding. Unless prohibited by applicable Law, following the Effective Time, (i) Parent shall be solely responsible for all Liabilities, including all income, payroll and other tax remittance and reporting, associated with compensation and benefits for Parent Nonemployee Directors and Former Nonemployee Directors, and (ii) UpstreamCo shall be solely responsible for all Liabilities, including all income, payroll and other tax remittance and reporting, associated with compensation and benefits for Transferred Directors. Parent and UpstreamCo agree to enter into any necessary agreements regarding the subject matter of this Section 4.05(d) to enable Parent and UpstreamCo to fulfill their respective obligations hereunder, including but not limited to compliance with all applicable Laws regarding the reporting, withholding or remitting of income and/or taxes.

Tax Reporting and Withholding. Unless prohibited by applicable Law, following the Effective Time, (i) Parent shall be solely responsible for all Liabilities, including all income, payroll and other tax remittance and reporting, and entitled to all tax deductions, associated with compensation and benefits for Post-Separation Parent Nonemployee Directors and Former Nonemployee DirectorsAwards, and (ii) UpstreamCo shall be solely responsible for all Liabilities, including all income, payroll and other tax remittance and reporting, and entitled to all tax deductions associated with compensation and benefits for Transferred Directorswith, UpstreamCo Awards. Parent and UpstreamCo agree to enter into any necessary agreements regarding the subject matter of this Section 4.05(d4.02(h) to enable Parent and UpstreamCo to fulfill their respective obligations hereunder, including but not limited to compliance with all applicable Laws regarding the reporting, withholding or remitting of income and/or taxes.