Responsibility and Indemnification for Taxes. (a) From and after the Distribution Date, without duplication, each of Parent and SpinCo shall be responsible for, and shall pay its respective share of, the liability for Taxes of Parent, SpinCo and their respective Affiliates, as provided in this Agreement. Parent shall indemnify and hold harmless SpinCo and its Affiliates from any Taxes for which Parent is responsible under this Agreement. SpinCo shall indemnify and hold harmless Parent and its Affiliates from any Taxes for which SpinCo is responsible pursuant to this Agreement.
Responsibility and Indemnification for Taxes. (a) From and after the Distribution Date, without duplication, each of Synovus and TSYS shall be responsible for, and shall pay its respective share of, the liability for Taxes of Synovus, TSYS and their respective Affiliates, as provided in this Agreement. Synovus shall indemnify and hold harmless TSYS and its Affiliates from any Taxes for which Synovus is responsible under this Agreement. TSYS shall indemnify and hold harmless Synovus and its Affiliates from any Taxes for which TSYS is responsible pursuant to this Agreement.
Responsibility and Indemnification for Taxes. (a) From and after the Distribution Date, without duplication, each of Ensign and SpinCo shall be responsible for, and shall pay its respective share of the liability for Taxes of Ensign, SpinCo, and their respective Affiliates, as provided in this Agreement. Ensign and its Affiliates shall indemnify and hold harmless SpinCo and its Affiliates from and against any Taxes for which Ensign is responsible pursuant to this Agreement, and SpinCo and its Affiliates shall indemnify and hold harmless Ensign and its Affiliates from and against any Taxes for which SpinCo is responsible pursuant to this Agreement.
Responsibility and Indemnification for Taxes. (a) From and after the Distribution Date, without duplication, each of Xxxx Xxx and CoffeeCo shall be responsible for, and shall pay its respective share of the liability for Taxes of Xxxx Xxx, CoffeeCo and their respective Affiliates, as provided in this Agreement. Xxxx Xxx and its Affiliates shall indemnify and hold harmless CoffeeCo and its Affiliates from any Taxes for which Xxxx Xxx is responsible pursuant to this Agreement. CoffeeCo and its Affiliates shall indemnify and hold harmless Xxxx Xxx and its Affiliates from any Taxes for which CoffeeCo is responsible pursuant to this Agreement.
Responsibility and Indemnification for Taxes. (a) From and after the Acquisition Date, without duplication, each of Parent and its Affiliates, on the one hand, and Holdco and Bank, on the other, shall be responsible for, and shall pay their respective shares of, the liability for Taxes of Parent and its Affiliates, and Holdco and Bank, respectively, as otherwise provided in this Agreement. Parent and its Affiliates shall indemnify and hold harmless Holdco and Bank from any Taxes for which Parent or its Affiliates are responsible pursuant to this Agreement. Holdco and Bank shall indemnify and hold harmless Parent and its Affiliates from any Taxes for which Bank and Holdco are responsible pursuant to this Agreement.
Responsibility and Indemnification for Taxes. (a) From and after the Distribution Date, without duplication, each of Ensign and PropCo shall be responsible for, and shall pay its respective share of the liability for Taxes of Ensign, PropCo, and their respective Affiliates, as provided in this Agreement. Ensign and its Affiliates shall indemnify and hold harmless PropCo and its Affiliates from and against any Taxes for which Ensign is responsible pursuant to this Agreement, and PropCo and its Affiliates shall indemnify and hold harmless Ensign and its Affiliates from and against any Taxes for which PropCo is responsible pursuant to this Agreement.
Responsibility and Indemnification for Taxes. (a) From and after the Distribution Date, without duplication, each of Xxxx Xxx and HBI shall be responsible for, and shall pay its respective share of, the liability for Taxes of Xxxx Xxx, HBI and their respective Affiliates, as provided in this Agreement. Xxxx Xxx and its Affiliates shall indemnify and hold harmless HBI and its Affiliates from any Taxes for which Xxxx Xxx is responsible pursuant to this Agreement. HBI and its Affiliates shall indemnify and hold harmless Xxxx Xxx and its Affiliates from any Taxes for which HBI is responsible pursuant to this Agreement.
Responsibility and Indemnification for Taxes. (a) From and after the Distribution Date, without duplication, each of Exelon and Constellation shall be responsible for, and shall pay its respective share of the liability for Taxes of Exelon, Constellation, and their respective Affiliates, as provided in this Agreement. Exelon and its Affiliates shall indemnify and hold harmless Constellation and its Affiliates from and against any Taxes for which Exelon is responsible pursuant to this Agreement, and Constellation and its Affiliates shall indemnify and hold harmless Exelon and its Affiliates from and against any Taxes for which Constellation is responsible pursuant to this Agreement.
Responsibility and Indemnification for Taxes. (a) From and after the Distribution Date, without duplication, each of Sara Lee and CoffeeCo shall be responsible for, and shall pay its respective share of the liability for Taxes of Sara Lee, CoffeeCo and their respective Affiliates, as provided in this Agreement. Sara Lee and its Affiliates shall indemnify and hold harmless CoffeeCo and its Affiliates from any Taxes for which Sara Lee is responsible pursuant to this Agreement. CoffeeCo and its Affiliates shall indemnify and hold harmless Sara Lee and its Affiliates from any Taxes for which CoffeeCo is responsible pursuant to this Agreement.
Responsibility and Indemnification for Taxes. (a) From and after the Distribution Date, without duplication, each of HEI and ASB Hawaii shall be responsible for, and shall pay its respective share of the liability for Taxes of HEI, ASB Hawaii, and their respective Subsidiaries, as provided in this Agreement. HEI and its Subsidiaries (as determined after the Distribution) shall indemnify and hold harmless the Bank Group from and against any Taxes for which HEI and its Subsidiaries (as determined after the Distribution) are responsible pursuant to this Agreement, and ASB Hawaii and its Subsidiaries (as determined after the Distribution) shall indemnify and hold harmless the Utility Group from and against any Taxes for which ASB Hawaii and its Subsidiaries are responsible pursuant to this Agreement.
