Each of Mr. Morris, Mrs. Morris and the Trustee on behalf of the Trust agrees that they are solely responsible for all taxes owed, if any, with respect to the Settlement Payment, and they each agree to indemnify and hold harmless the Corporation for any taxes or tax penalties for which the Parties may be liable regarding the payments made to or for any of Mr. Morris, Mrs. Morris or the Trustee, on behalf of the Trust, under this Agreement. Mr. Morris, Mrs. Morris and the Trustee each acknowledge that the Corporation and its counsel have not made any representations to him or her regarding his or her tax liability, if any, for the payments described in this Agreement, or related in any manner to the agreements provided for herein.