Common use of AgCo Tax Liability Clause in Contracts

AgCo Tax Liability. Subject to Sections 2.3 and 2.4, following the AgCo Distribution, AgCo shall be allocated the following Taxes: (i) Taxes allocated to DowDuPont under Section 2.1(b) that are allocated to AgCo pursuant to Section 4.5(a) of this Agreement; (ii) all Separate Company Taxes of each AgCo Entity for taxable periods (or portions thereof) beginning on the day following the AgCo Distribution Date; (iii) to the extent provided in Section 2.3, Dow Realignment Taxes and DuPont Realignment Taxes; (iv) AgCo Integration Taxes; (v) except to the extent resulting from (A) a Disqualifying Action or (B) an Overall Failure, any AgCo Distribution Taxes; (vi) the AgCo Percentage of any Distribution Taxes to the extent resulting from an Overall Failure; (vii) any Distribution Taxes resulting from an AgCo Disqualifying Action, as determined pursuant to Section 2.7; and (viii) Taxes allocated to AgCo pursuant to Section 3.2.