Common use of Pro Rata Payments Clause in Contracts

Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for the Corporate Taxpayer shall be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement in proportion to the amounts of Net Tax Benefit, respectively, that would have been Attributable to each TRA Party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.

Appears in 9 contracts

Samples: Tax Receivable Agreement (Biote Corp.), Tax Receivable Agreement (Thayer Ventures Acquisition Corp), Tax Receivable Agreement (Blackstone Holdings III L.P.)

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Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does do not have sufficient taxable income, the Net Tax Benefit for the Corporate Taxpayer shall be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement in proportion to the amounts of Net Tax Benefit, respectively, that would have been Attributable to each TRA Party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.

Appears in 3 contracts

Samples: Letter Agreement (FTAC Athena Acquisition Corp.), Tax Receivable Agreement (OppFi Inc.), Business Combination Agreement (FG New America Acquisition Corp.)

Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for of the Corporate Taxpayer shall collectively be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement in proportion to the amounts amount of Net Tax Benefit, respectivelyas such term is defined in this Agreement, that would have been Attributable to each TRA Party such party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.

Appears in 3 contracts

Samples: Tax Receivable Agreement (Rani Therapeutics Holdings, Inc.), Tax Receivable Agreement (Direct Digital Holdings, Inc.), Tax Receivable Agreement (Rani Therapeutics Holdings, Inc.)

Pro Rata Payments. (a) Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit benefit of the Corporate Taxpayer with respect to the Tax Attributes Benefits is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for the Corporate Taxpayer shall be allocated among all parties eligible for a Tax Benefit Payments Payment under this TRA Agreement in proportion to the amounts of Net Tax Benefit, respectively, Benefit that would have been Attributable allocated to each TRA Party party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.

Appears in 2 contracts

Samples: Tax Receivable Agreement (Snap One Holdings Corp.), Tax Receivable Agreement (Snap One Holdings Corp.)

Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for of the Corporate Taxpayer shall be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement in proportion to the amounts amount of Net Tax Benefit, respectivelyas such term is defined in this Agreement, that would have been Attributable to each TRA Party such party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.

Appears in 2 contracts

Samples: Tax Receivable Agreement (CompoSecure, Inc.), Joinder Agreement (Roman DBDR Tech Acquisition Corp.)

Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for of the Corporate Taxpayer shall be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement with respect to such Taxable Year in proportion to the amounts of Net Tax Benefit, respectively, that would have been Attributable to each TRA Party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.

Appears in 1 contract

Samples: Income Tax Receivable Agreement (Appreciate Holdings, Inc.)

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Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for of the Corporate Taxpayer shall be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement in proportion to the amounts amount of Net Tax Benefit, respectively, Benefit that would have been Attributable to each TRA Party such party, or, with respect to the Sponsor Parties, the Sponsor Payment that would have been paid, if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.

Appears in 1 contract

Samples: Tax Receivable Agreement (Cano Health, Inc.)

Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for of the Corporate Taxpayer shall be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement in proportion to the amounts amount of Net Tax Benefit, respectively, Benefit that would have been Attributable to each TRA Party such party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.

Appears in 1 contract

Samples: Tax Receivable Agreement (Nerdy Inc.)

Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for the Corporate Taxpayer shall be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement with respect to such Taxable Year in proportion to the amounts of Net Tax Benefit, respectively, that would have been Attributable to each TRA Party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.

Appears in 1 contract

Samples: Income Tax Receivable Agreement (Proptech Investment Corp. Ii)

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