Change in Group Members Sample Clauses

Change in Group Members. Notwithstanding anything herein to the contrary other than Section 3.3(d), in the event that a State Determination results in a Combined Group where a Combined State Income Tax Return was not filed as the original Tax Return, and if such combination of entities results in a greater State Income Tax liability than if such entities had not been combined, then neither the Kiewit Group nor the Level 3 Group shall be allocated any lesser amount of the Combined State Income Tax Liability resulting from such State Determination than such group's "Non-Combined Liability." Each group's "Non- Combined Liability" shall equal the aggregate amount of State Income Tax that all members of such group would have paid to such state for such year had such members not been combined (except to the extent previously combined in the original Tax Returns), but taking into account all other adjustments to Tax Items reflected in the State Determination (whether included as a result of the state audit or included as the result of prior amended Tax Returns) as if included in the original Tax Returns filed in such state for such year.