TAX SHARING AGREEMENT
This Agreement is entered into as of the 1st day of December, 1999 between ACX Technologies, Inc. ("ACX"),
a Colorado corporation, and CoorsTek, Inc. ("CTI"), a Delaware corporation.
W I T N E S S E T H:
WHEREAS, ACX and CTI have entered into a Distribution Agreement dated October , 1999 (the
"Distribution Agreement"), providing for the distribution by ACX to its shareholders of all of the common stock of
CTI (the "Distribution");
WHEREAS, ACX and CTI desire to set forth their agreement on the rights and obligations of ACX, CTI and
their respective Affiliates with respect to various Tax matters and the handling and allocation of Federal, state,
local and foreign Taxes incurred in Taxable periods beginning prior to the Effective Date;
NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth, the parties
agree as follows:
(a) As used in this Agreement:
"ACX Consolidated Group" shall mean, with respect to any Taxable period, the corporations which are members
of the affiliated group of corporations of which ACX or its successor is the common parent (within the meaning of
Section 1504 of the Code).
"ACX Group" shall mean the corporations which are members of the ACX Consolidated Group during any
Taxable period, excluding the corporations which are the members of the CTI Group.
"CTI Group" shall mean the corporations which are members of the affiliated group of corporations of which CTI
is the common parent (within the meaning of Section 1504 of the Code) immediately after the Distribution Date
and any predecessors or successors thereto (and to the extent applicable, a corporation, sold prior to the
Distribution, that was a subsidiary of a member of the CTI Group).
"Affiliate" (and the correlative meaning, "Affiliation") of any person shall mean any individual, corporation,
partnership or other entity directly or indirectly controlling, controlled by or under common control with such