Common use of SpecCo Tax Liability Clause in Contracts

SpecCo Tax Liability. Subject to Sections 2.3 and 2.4, following the AgCo Distribution, SpecCo shall be allocated the following Taxes: (i) Taxes allocated to DowDuPont under Section 2.1(b) that are allocated to SpecCo pursuant to Section 4.5(a) of this Agreement; (ii) all Separate Company Taxes of each SpecCo 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) SpecCo Integration Taxes; (v) the SpecCo Percentage of any Distribution Taxes to the extent resulting from an Overall Failure; (vi) any Distribution Taxes resulting from a SpecCo Disqualifying Action, as determined pursuant to Section 2.7; and (vii) Taxes allocated to SpecCo pursuant to Section 3.2.