Parent Liability. Parent shall be liable for, and shall indemnify and hold harmless the UpstreamCo Group from and against any liability for: (i) any Tax resulting from a breach by Parent of any representation or covenant in this Agreement, the Separation and Distribution Agreement or any Ancillary Agreement; and (ii) any Separation Tax Losses for which Parent is responsible pursuant to Section 7.06(b) of this Agreement.
Appears in 3 contracts
Sources: Tax Matters Agreement (Arconic Inc.), Tax Matters Agreement (Alcoa Upstream Corp), Tax Matters Agreement
Parent Liability. Parent shall be liable for, and shall indemnify and hold harmless the UpstreamCo Group from and against any liability for:
(i) , any Tax resulting from a breach by Parent of any representation Taxes which are allocated to Parent, or covenant in this Agreement, the Separation and Distribution Agreement or any Ancillary Agreement; and
(ii) any Separation Tax Losses for which Parent is responsible responsible, pursuant to Section 7.06(b) of this AgreementArticle 2.
Appears in 3 contracts
Sources: Tax Matters Agreement (Arconic Inc.), Tax Matters Agreement (Alcoa Upstream Corp), Tax Matters Agreement