INTERSTATE. Interstate shall be liable for and shall indemnify and hold harmless the Patriot/Wyndham Group against any Taxes attributable to any member of the Interstate Group, or otherwise attributable to the Interstate Business, (i) for any taxable period (or portion thereof) beginning on or after the Distribution Date, including any liability asserted against any member of the Patriot/Wyndham Group under the provisions of Treasury Regulations section 1.1502-6 (or any comparable provision of state or local law) for Taxes attributable to a member of the Interstate Group and (ii) for any taxable period to the extent such Taxes are taken into account as current liabilities of Interstate or its Affiliates for purposes of determining working capital on the Distribution Date; provided however that the indemnity in this Section 11.2.1 shall not apply to Transaction Taxes.
Appears in 2 contracts
Sources: Distribution Agreement (Interstate Hotels Corp), Distribution Agreement (Interstate Hotels Management Inc)