Spin-Off Taxes. (i) GGP shall be liable for any Spin-Off Taxes attributable to a GGP Disqualifying Action. (ii) Spinco shall be liable for any Spin-Off Taxes attributable to a Spinco Disqualifying Action. (iii) Any Spin-Off Taxes that are not the result of a Disqualifying Action shall be allocated between GGP and Spinco according to the GGP Liability Percentage and the Spinco Liability Percentage, respectively.
Appears in 5 contracts
Samples: Tax Matters Agreement (Howard Hughes Corp), Tax Matters Agreement (General Growth Properties, Inc.), Tax Matters Agreement (New GGP, Inc.)
