definiens: means ( a ) all Taxes of the Company and the Company Subsidiaries for which theEquityholders are responsible pursuant to Section 6.13(b ) ; ( b ) all Income Taxes of any member ( other than the Companyor any Company Subsidiary ) of an Affiliated Group of which the Company or any of the Company Subsidiaries is or wasa member at any time prior to the close of business on the Closing Date for which the Company or any of the CompanySubsidiaries is liable under Section 1.1502 - 6 of the Treasury Regulations or any similar provision of state, local or foreignTax Law and ( c ) any [ Income ] Taxes of any Person ( other than the Company or any Company Subsidiary ) imposed onthe Company or any Company Subsidiary as a transferee or successor, by contract or otherwise, which [ Income ] Taxesare so imposed solely as a result of an event or transaction occurring on or before the Closing Date