Common use of Responsibility for Tax Clause in Contracts

Responsibility for Tax. (a) Except as specifically provided in any of the agreements contemplated by the Distribution Agreement, including the EBA with respect to Employment Taxes, Abbott shall be responsible for, and shall indemnify and hold harmless the Hospira Group from any liability for (i) any Tax imposed by any Tax Authority on Abbott or an Abbott Affiliate, including Hospira and all Hospira Affiliates, for any Pre-Distribution Period, except any Covered Transaction Tax for which Hospira is responsible under Section 3.01(b); and (ii) any Tax imposed by any Tax Authority on any member of the Abbott Group for any Post-Distribution Period, except any Transition Period Tax for which Hospira is responsible under Section 3.02. (b) Except as specifically provided in any of the agreements contemplated by the Distribution Agreement, including the EBA with respect to Employment Taxes, Hospira shall be responsible for, and shall indemnify and hold harmless the Abbott Group from any liability for (i) any Tax imposed by any Tax Authority on Hospira or a Hospira Affiliate for any Post-Distribution Period; (ii) any Covered Transaction Tax for which - 11 - Hospira is responsible under Section 3.01(b); and (iii) any Transition Period Tax for which Hospira is responsible under Section 3.02. (c) The responsibility for any Tax incurred in a Straddle Period by any member of the Hospira Group shall be allocated between the Pre-Distribution Period and the Post-Distribution Period as if such member closed its financial accounting records as of the Effective Time and determined the Tax attributable to the Pre-Distribution Period by applying the method of tax accounting that has historically been used for the business of such member.

Responsibility for Tax. (a) Except as specifically provided in any of the agreements contemplated by the Distribution Agreement, including the EBA with respect to Employment Taxes, Abbott shall be responsible for, and shall indemnify and hold harmless the Hospira Group from any liability for (i) any Tax imposed by any Tax Authority on Abbott or an Abbott Affiliate, including Hospira and all Hospira Affiliates, for any Pre-Distribution Period, except any Covered Transaction Tax for which Hospira is responsible under Section 3.01(b); and (ii) any Tax imposed by any Tax Authority on any member of the Abbott Group for any Post-Distribution Period, except any Transition Period Tax for which Hospira is responsible under Section 3.02. (b) Except as specifically provided in any of the agreements contemplated by the Distribution Agreement, including the EBA with respect to Employment Taxes, Hospira shall be responsible for, and shall indemnify and hold harmless the Abbott Group from any liability for (i) any Tax imposed by any Tax Authority on Hospira or a Hospira Affiliate for any Post-Distribution Period; (ii) any Covered Transaction Tax for which - 11 - Hospira is responsible under Section 3.01(b); and (iii) any Transition Period Tax for which Hospira is responsible under Section 3.02. (c) The responsibility for any Tax incurred in a Straddle Period by any member of the Hospira Group shall be allocated between the Pre-Distribution Period and the Post-Distribution Period as if such member closed its financial accounting records as of the Effective Time and determined the Tax attributable to the Pre-Distribution Period by applying the method of tax accounting that has historically been used for the business of such member.