Valero Liability. Valero shall be liable for, and shall indemnify and hold harmless the Corner Store Group from and against any liability for: (i) Any stamp, sales and use, gross receipts, value-added or other transfer Taxes imposed by any Tax Authority on any member of the Valero Group or any member of the Corner Store Group (if such member is primarily liable for such Tax) on the transfers made pursuant to the Separation and Distribution Agreement or any Ancillary Agreements in order to effect the Separation and the Distribution; (ii) any Tax resulting from a breach by Valero of any covenant in this Agreement, the Separation and Distribution Agreement or any Ancillary Agreement; and (iii) any Tax-Related Losses for which Valero is responsible pursuant to Section 7.05 of this Agreement.
Appears in 4 contracts
Samples: Tax Matters Agreement, Tax Matters Agreement (CST Brands, Inc.), Tax Matters Agreement (CST Brands, Inc.)
