Common use of Pre-Distribution/Post-Distribution Taxes Clause in Contracts

Pre-Distribution/Post-Distribution Taxes. (a) Except as provided in Sections 2.01(f), 2.02 and 2.03, Parent shall indemnify and hold harmless RMT Partner, Splitco and each member of the Splitco Group from and against (i) all Taxes of the Parent Group (including, for all Pre-Distribution Periods, each member of the Splitco Group and the portion of any Taxes for a Straddle Period that are allocated to the Pre-Distribution Period pursuant to Section 2.01(c) below) and (ii) all Taxes of any affiliated, consolidated, combined or unitary group of which Splitco or any member of Splitco Group was a member before the Distribution Date, including pursuant to Treas. Reg. 1.1502-6 or analogous or similar state, local or foreign law or regulation.

Appears in 4 contracts

Samples: Tax Allocation Agreement (Ralcorp Holdings Inc /Mo), Tax Allocation Agreement (Cable Holdco, Inc.), Tax Allocation Agreement (Ralcorp Holdings Inc /Mo)

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