Parent Liability. Parent shall be liable for, and shall indemnify and hold harmless the SpinCo Group from and against any liability for, Taxes which are allocated to Parent under this Section 2.
Appears in 17 contracts
Sources: Tax Matters Agreement (Mdu Resources Group Inc), Tax Matters Agreement (Everus Construction Group, Inc.), Tax Matters Agreement (Everus Construction Group, Inc.)
Parent Liability. Parent shall be liable for, and shall indemnify and hold harmless the SpinCo Group from and against any liability for, Taxes which that are allocated to Parent under this Section Article 2.
Appears in 4 contracts
Sources: Tax Matters Agreement (Mallinckrodt PLC), Tax Matters Agreement (3m Co), Tax Matters Agreement (Solventum Corp)
Parent Liability. Parent shall be liable for, and shall indemnify and hold harmless the SpinCo Group from and against any liability for, Taxes which are allocated to Parent under this Section 2.
Appears in 4 contracts
Sources: Tax Matters Agreement (Aramark), Tax Matters Agreement (Vestis Corp), Tax Matters Agreement (Vestis Corp)
Parent Liability. Parent shall be liable for, and shall indemnify indemnify, defend, and hold harmless the SpinCo Group from and against any liability forfor Taxes (and, Taxes in the case of Section 2.07, Separation Tax Losses) for which are allocated to Parent is responsible under this Section Article 2.
Appears in 3 contracts
Sources: Tax Matters Agreement (Amentum Holdings, Inc.), Tax Matters Agreement (Jacobs Solutions Inc.), Tax Matters Agreement (Amazon Holdco Inc.)
Parent Liability. Parent shall be liable for, and shall indemnify and hold harmless the SpinCo Group from and against any liability for, Taxes which that are allocated to Parent under this Section 2Article II.
Appears in 3 contracts
Sources: Tax Matters Agreement (Sylvamo Corp), Tax Matters Agreement (Sylvamo Corp), Tax Matters Agreement (Sylvamo Corp)
Parent Liability. Parent shall be liable for, and shall indemnify and hold harmless the SpinCo Spinco Group from and against any liability for, Taxes which are allocated to Parent under this Section 23.
Appears in 1 contract
Parent Liability. Parent shall be liable for, and shall indemnify and hold harmless the SpinCo Group from and against any liability for, Taxes which that are allocated to Parent, or for which Parent is responsible, under this Section 2Article II.
Appears in 1 contract
Sources: Tax Matters Agreement (Healthy Choice Wellness Corp.)
Parent Liability. Parent shall be liable for, and shall indemnify and hold harmless the SpinCo Group from and against any liability forfor any Tax of SpinCo or any member of the SpinCo Group resulting from a breach by Parent of any representation or covenant made by Parent in the Separation Agreement, Taxes which are allocated to Parent under this Section 2Agreement or any other Ancillary Agreement.
Appears in 1 contract
Parent Liability. Parent shall be liable for, and shall indemnify and hold harmless the SpinCo Group from and against any liability for, :
(i) any Separation Transaction Transfer Taxes which are allocated imposed by any Tax Authority on any member of the Parent Group (if such member is primarily liable for such Tax); and
(ii) any VAT imposed by any Tax Authority on any transfer occurring pursuant to the Separation Transactions to the extent any member of the Parent under this Section 2Group is the transferee with respect to the relevant transfer.
Appears in 1 contract
Parent Liability. Parent shall be liable for, and shall indemnify and hold harmless the SpinCo Group Spinco Group, from and against any liability for, Taxes Taxes, which are allocated to Parent under this Section 23.
Appears in 1 contract
Parent Liability. Parent shall be responsible and liable for, and shall indemnify and hold harmless the SpinCo Group Spinco from and against any liability for, Taxes which are allocated to Parent under this Section 2.
Appears in 1 contract