Common use of SpinCo Liability Clause in Contracts

SpinCo Liability. SpinCo (and its Affiliates) shall be liable for, and shall indemnify and hold harmless VSI (or any Affiliate of VSI, as applicable) from and against any and all liability for Taxes that are allocated to SpinCo under this Section 2 (including any increase in such Taxes as a result of a Final Determination).

SpinCo Liability. SpinCo (and its Affiliates) shall be liable for, and shall indemnify and hold harmless VSI (or any Affiliate of VSI, as applicableand its Affiliates) from and against any and all liability for: (i) Any Tax resulting from a breach by SpinCo of any covenant or representation in this Agreement or the Separation and Distribution Agreement; and (ii) Any Tax-Related Losses or Tax-Related Loss Contribution for Taxes that are allocated which SpinCo is responsible pursuant to SpinCo under this Section 2 (including any increase in such Taxes as a result of a Final Determination)6.5.