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TABLE OF CONTENTS TAX MATTERS AGREEMENT

Cbs Corp

TAX MATTERS AGREEMENT by and among CBS CORPORATION, CBS RADIO INC., and ENTERCOM COMMUNICATIONS CORP. dated as of November 16, 2017 TABLE OF CONTENTS Page Article 1. Definition of Terms 2 Article 2. Responsibility for Tax Liabilities 11 Section 2.01 General Rule 11 Section 2.02 Joint Returns 11 Section 2.03 Separate Returns 11 Section 2.04 Allocation Conventions 11 Section 2.05 Additional Acquiro

CONSTRUCTION, MINING & MATERIALS HANDLING MACHINERY & EQUIP

TAX MATTERS AGREEMENT

Dover Corp

TAX MATTERS AGREEMENT Between DOVER CORPORATION on behalf of itself and the DOVER AFFILIATES and KNOWLES CORPORATION on behalf of itself and the KNOWLES AFFILIATES This Tax Matters Agreement (the “Agreement”) is entered into as of the 28th day of February, 2014, between Dover Corporation (“Dover”), a Delaware corporation, and Knowles Corporation (“Knowles”), a Delaware corporation. R E C I T A L

BLANKBOOKS, LOOSELEAF BINDERS & BOOKBINDING & RELATED WORK

Tax Matters Agreement, dated as of May 1, 2012

Acco Brands Corp

TAX MATTERS AGREEMENT, DATED AS OF MAY 1, 2012 Tax Matters Agreement, dated as of May 1, 2012 TAX MATTERS AGREEMENT by and among MeadWestvaco Corporation, Monaco SpinCo Inc., and ACCO Brands Corporation Dated as of May 1, 2012 TAX MATTERS AGREEMENT THIS TAX MATTERS AGREEMENT (this “ Agreement ”), dated as of May 1, 2012, is by and among MeadWestvaco Corporation, a Delaware corporation (“ Parent ”)

ELECTRIC SERVICES

TAX MATTERS AGREEMENT

Nrg Energy, Inc.

TAX MATTERS AGREEMENT BY AND AMONG NRG ENERGY, INC., AND GENON ENERGY, Inc. AND REORGANIZED GENON INITIALLY DATED AS OF DECEMBER 14, 2017 Table of Contents Page ARTICLE I Definitions 4 Section 1.01 General 4 Section 1.02 Construction 7 Section 1.03 References to Time 8 ARTICLE II Preparation, Filing and Payment of Income Taxes Shown Due on Income Tax Returns 8 Section 2.01 Tax Returns 8 Section 2

CABLE & OTHER PAY TELEVISION SERVICES

MATERIAL CONTRACTS

Viacom Inc.

MATERIAL CONTRACTS TAX MATTERS AGREEMENT by and between Viacom Inc. and New Viacom Corp. Dated as of December 30, 2005 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.1 Certain Defined Terms 2 Section 1.2 Additional Definitions 9 ARTICLE II TAX RETURN FILINGS 9 Section 2.1 Filing of Federal Consolidated Tax Returns 9 Section 2.2 Allocation of Responsibility for Federal Income Taxes for Pr

ROLLING DRAWING & EXTRUDING OF NONFERROUS METALS

TAX MATTERS AGREEMENT

Arconic Inc.

TAX MATTERS AGREEMENT DATED AS OF OCTOBER 31, 2016 BY AND BETWEEN ALCOA INC. AND ALCOA UPSTREAM CORPORATION TABLE OF CONTENTS Page Article 1. Definition of Terms 1 Article 2. Allocation of Tax Liabilities 14 Section 2.01 General Rule 14 Section 2.02 Allocation of United States Federal Taxes 14 Section 2.03 Allocation of State Taxes 15 Section 2.04 Allocation of Foreign Taxes 16 Section 2.05 Certa

SERVICES-PREPACKAGED SOFTWARE

AMENDED AND RESTATED TAX MATTERS AGREEMENT

Citrix Systems Inc

AMENDED AND RESTATED TAX MATTERS AGREEMENT AMENDED AND RESTATED TAX MATTERS AGREEMENT between Citrix Systems , Inc. , on behalf of itself and the members of the Citrix Group and GetGo, Inc. , on behalf of itself and the members of the SpinCo Group and LogMeIn, Inc. , on behalf of itself and the members of the LogMeIn Group Dated as of September 13, 2016 TABLE OF CONTENTS Page Section 1. Definition

REAL ESTATE INVESTMENT TRUSTS

TAX MATTERS AGREEMENT

Hcp, Inc.

TAX MATTERS AGREEMENT This TAX MATTERS AGREEMENT (this “ Agreement ”) is entered into as of October 31, 2016, by and between HCP, INC., a Maryland corporation (“ HCP ”), and QUALITY CARE PROPERTIES, INC., a Maryland corporation (“ SpinCo ”). RECITALS WHEREAS, HCP has elected to be treated and operates as a real estate investment trust for U.S. federal income tax purposes (“ REIT ”) and SpinCo wil

COMPUTER & OFFICE EQUIPMENT

Tax Matters Agreement

Hp Inc

TAX MATTERS AGREEMENT BY AND BETWEEN HEWLETT-PACKARD COMPANY AND HEWLETT PACKARD ENTERPRISE COMPANY 31 October, 2015 TABLE OF CONTENTS Page SECTION 1. DEFINITION OF TERMS. 1 SECTION 2. ALLOCATION OF PRE-DISTRIBUTION PERIOD TAX LIABILITIES. 12 Section 2.01 General Rule. 12 Section 2.02 Pre-Distribution Period Taxes Below the $25,000,000 Threshold 12 Section 2.03 Allocation of Pre-Distribution Peri

CRUDE PETROLEUM & NATURAL GAS

Tax Matters Agreement

Marathon Oil Corp

TAX MATTERS AGREEMENT Tax Matters Agreement TAX MATTERS AGREEMENT dated as of March 18, 2004 (the “TMA” or “Agreement”) among Ashland Inc., a Kentucky corporation (“Ashland”), ATB Holdings, Inc., a Delaware corporation (“HoldCo”), EXM LLC, a Kentucky limited liability company (“New Ashland LLC”), New EXM Inc., a Kentucky corporation (“New Ashland Inc.”), Marathon Oil Company, an Ohio Company (“Mar