Inter-Company Services Agreement. The parties hereto acknowledge -------------------------------- that STI and SSI will enter into an Intercompany Services Agreement pursuant to which STI will perform various administrative functions for SSI. In the event that the STI tax department is performing services for SSI pursuant to such Agreement and SSI does not maintain a separate tax department, the parties contemplate that the STI tax department, as the agent for SSI, will take the actions provided for under this Agreement by SSI. Notwithstanding the foregoing, no action or omission by the STI tax department to take any action in such capacity as agent for SSI shall relieve SSI of its responsibilities or otherwise limit its liability hereunder to STI in the absence of gross negligence, willful misconduct, or actual fraud on the part of the STI tax department.
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Inter-Company Services Agreement. The parties hereto acknowledge -------------------------------- that --------------------------------- STI and SSI will enter into an Intercompany Services Agreement pursuant to which STI will perform various administrative functions for SSI. In the event that the STI tax department is performing services for SSI pursuant to such Agreement and SSI does not maintain a separate tax department, the parties contemplate that the STI tax department, as the agent for SSI, will take the actions provided for under this Agreement by SSI. Notwithstanding the foregoing, no action or omission by the STI tax department to take any action in such capacity as agent for SSI shall relieve SSI of its responsibilities or otherwise limit its liability hereunder to STI in the absence of gross negligence, willful misconduct, or actual fraud on the part of the STI tax department.
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Sources: Tax Allocation Agreement (Seagate Software Information Management Group Holdings Inc)