Common use of Amended Schedule Clause in Contracts

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: (i) in connection with a Determination affecting such Schedule; (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; (iii) to comply with an Expert’s determination under the Reconciliation Procedures applicable to this Agreement; (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; or (vi) to adjust a Basis Schedule to take into account any Tax Benefit Payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 10 contracts

Samples: Tax Receivable Agreement (Tradeweb Markets Inc.), Tax Receivable Agreement (Greenlane Holdings, Inc.), Tax Receivable Agreement (Tradeweb Markets Inc.)

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Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; a TRA Party, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a an applicable Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each TRA Party within thirty (30) calendar days of the occurrence of an event referenced in clauses (i) through (vi) of the preceding sentence.

Appears in 10 contracts

Samples: Tax Receivable Agreement, Tax Receivable Agreement, Agreement and Plan of Merger (Medley Management Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; a TRA Party, (iii) to comply with an Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit Benefit, or the Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or the Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; Year or (vi) to adjust a an applicable TRA Party’s Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each applicable TRA Party when the Corporate Taxpayer delivers the Basis Schedule for the following taxable year.

Appears in 10 contracts

Samples: Tax Receivable Agreement (CompoSecure, Inc.), Tax Receivable Agreement (Dutch Bros Inc.), Tax Receivable Agreement (Dutch Bros Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; ITR Entity, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 8 contracts

Samples: Tax Receivable Agreement (PF2 SpinCo, Inc.), Tax Receivable Agreement (PF2 SpinCo LLC), Tax Receivable Agreement (Change Healthcare Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; Agent, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; Year or (vi) to adjust a an Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 8 contracts

Samples: Tax Receivable Agreement, Tax Receivable Agreement, Transaction Agreement Ii (Spark Energy, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the applicable Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each Member within 30 calendar days of the occurrence of an event referenced in clauses (i) through (vi) of the preceding sentence.

Appears in 7 contracts

Samples: Tax Receivable Agreement (UWM Holdings Corp), Tax Receivable Agreement (Rocket Companies, Inc.), Tax Receivable Agreement (Rocket Companies, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Equity Plan Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 7 contracts

Samples: Tax Receivable Agreement (PF2 SpinCo, Inc.), Tax Receivable Agreement (PF2 SpinCo LLC), Tax Receivable Agreement (Change Healthcare Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the applicable Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each relevant Member within thirty (30) calendar days of the occurrence of an event referenced in clauses (i) through (vi) of the preceding sentence.

Appears in 6 contracts

Samples: Tax Receivable Agreement (Jones Mark Evan), Tax Receivable Agreement (Colby Michael C.), Tax Receivable Agreement (Goosehead Insurance, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporation (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; Applicable Principal, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 6 contracts

Samples: Tax Receivable Agreement (Fifth Street Asset Management Inc.), Tax Receivable Agreement (Fifth Street Asset Management Inc.), Tax Receivable Agreement (RCS Capital Corp)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporation (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Applicable Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 5 contracts

Samples: Tax Receivable Agreement (Manning & Napier, Inc.), Tax Receivable Agreement (Manning & Napier, Inc.), Tax Receivable Agreement (Turner Investments, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporation (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; Applicable Partner, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 5 contracts

Samples: Tax Receivable Agreement, Tax Receivable Agreement (Och-Ziff Capital Management Group LLC), Tax Receivable Agreement (Och-Ziff Capital Management Group LLC)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Parent (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided made available to the Member; Principals, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 4 contracts

Samples: Tax Receivable Agreement (Ares Management Corp), Tax Receivable Agreement (Ares Management Corp), Tax Receivable Agreement (Ares Management Corp)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the applicable Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each relevant Member within thirty (30) calendar days of the occurrence of an event referenced in clauses (i) through (vi) of the preceding sentence.

Appears in 4 contracts

Samples: Tax Receivable Agreement (BRP Group, Inc.), Reorganization Agreement (BRP Group, Inc.), Tax Receivable Agreement (BRP Group, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Company and Echo (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; a TRA Party, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a an applicable Tax Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). Echo and the Company shall provide an Amended Schedule to each TRA Party within ninety (90) calendar days of the occurrence of an event referenced in clauses (i) through (vi) of the preceding sentence.

Appears in 4 contracts

Samples: Tax Receivable Agreement (PF2 SpinCo, Inc.), Tax Receivable Agreement (PF2 SpinCo LLC), Tax Receivable Agreement (Change Healthcare Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; a TRA Party, (iii) to comply with an Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit Benefit, or the Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or the Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; Year or (vi) to adjust a an applicable TRA Party’s Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each TRA Party when the Corporate Taxpayer delivers the Basis Schedule for the following taxable year.

Appears in 4 contracts

Samples: Tax Receivable Agreement (Finance of America Companies Inc.), Tax Receivable Agreement (Finance of America Companies Inc.), Transaction Agreement (Replay Acquisition Corp.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; a TRA Party, (iii) to comply with an Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit Benefit, or the Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or the Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; Year or (vi) to adjust a an applicable TRA Party’s Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each TRA Party when the Corporate Taxpayer delivers the Basis Schedule for the following taxable year.

Appears in 4 contracts

Samples: Tax Receivable Agreement (Weber Inc.), Tax Receivable Agreement (Weber Inc.), Tax Receivable Agreement (Bumble Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: a Corporation (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided made available to the Member; Principals, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 4 contracts

Samples: Tax Receivable Agreement (Ares Management Lp), Tax Receivable Agreement (Ares Management Lp), Tax Receivable Agreement (Oaktree Capital Group, LLC)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: APO Corp. (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; applicable Holder, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax APO Corp.’s Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 4 contracts

Samples: Tax Receivable Agreement, Tax Receivable Agreement, Tax Receivable Agreement (Apollo Global Management LLC)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; a TRA Party, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a an applicable Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each TRA Party within thirty (30) calendar days of the occurrence of an event referenced in clauses (i) through (vi) of the preceding sentence.

Appears in 4 contracts

Samples: Tax Receivable Agreement, Tax Receivable Agreement (Repay Holdings Corp), Tax Receivable Agreement (Thunder Bridge Acquisition LTD)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporation (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; applicable Partner, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Scheduleschedule, an “Amended Schedule”); provided, however, that such a change under clause (i) attributable to an audit of a Tax Return by an applicable Taxing Authority shall not be taken into account on an amended Schedule unless and until there has been a Determination with respect to such change.

Appears in 3 contracts

Samples: Tax Receivable Agreement, Tax Receivable Agreement (Evercore Partners Inc.), Tax Receivable Agreement (Evercore Partners Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by each of the Corporation: Corporate Holdcos (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; applicable Limited Partner, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 3 contracts

Samples: Tax Receivable Agreement (KKR & Co. L.P.), Tax Receivable Agreement (KKR & Co. L.P.), Tax Receivable Agreement (KKR & Co. L.P.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporation (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; Recipients, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). For the avoidance of doubt, in the event a Schedule is amended after such Schedule becomes final pursuant to Section 2.3(b), the Amended Schedule shall not be taken into account in calculating any Tax Benefit Payment in the Taxable Year to which the amendment relates but instead shall be taken into account in calculating the Cumulative Net Realized Tax Benefit for the Taxable Year in which the amendment actually occurs.

Appears in 3 contracts

Samples: Tax Receivable Agreement (loanDepot, Inc.), Tax Receivable Agreement (loanDepot, Inc.), Tax Receivable Agreement (loanDepot, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may shall be amended from time to time by the Corporation: INC (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Applicable Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Redemption Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 3 contracts

Samples: Tax Receivable Agreement, Tax Receivable Agreement (RMR Group Inc.), Tax Receivable Agreement (Reit Management & Research Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; TRA Party Representative, (iii) to comply with an Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit Benefit, or the Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or the Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; Year or (vi) to adjust a Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to the TRA Party Representative when the Corporate Taxpayer delivers the Basis Schedule for the following taxable year.

Appears in 3 contracts

Samples: Tax Receivable Agreement (TPG Inc.), Tax Receivable Agreement (TPG Inc.), Tax Receivable Agreement (TPG Partners, LLC)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; TRA Party Representative, (iii) to comply with an Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit Benefit, or the Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or the Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; Year or (vi) to adjust a an applicable TRA Party’s Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to the TRA Party Representative when the Corporate Taxpayer delivers the Basis Schedule for the following taxable year.

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.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the applicable Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each Member and the Member Representative within 30 calendar days of the occurrence of an event referenced in clauses (i) through (vi) of the preceding sentence.

Appears in 3 contracts

Samples: Tax Receivable Agreement (Clear Secure, Inc.), Tax Receivable Agreement (Clear Secure, Inc.), Tax Receivable Agreement (Clear Secure, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the CorporationPC Corp: (i) in connection with a Determination affecting such Schedule; (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; (iii) to comply with an Expert’s determination under the Reconciliation Procedures applicable to this Agreement; (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; or (vi) to adjust a Basis Schedule to take into account any Tax Benefit Payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 2 contracts

Samples: Tax Receivable Agreement (Cresco Labs Inc.), Tax Receivable Agreement

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; applicable Limited Partner, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 2 contracts

Samples: Tax Receivable Agreement (Aveon Group L.P.), Tax Receivable Agreement (Aveon Group L.P.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporation (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; applicable Partner, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 2 contracts

Samples: Tax Receivable Agreement (Fortress Investment Group Holdings LLC), Tax Receivable Agreement (Fortress Investment Group LLC)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; TRA Party Representative, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a Basis the Attribute Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to the TRA Party Representative within thirty (30) calendar days of the occurrence of an event referenced in clauses (i) through (vi) of the preceding sentence.

Appears in 2 contracts

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

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporation (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Exchanging Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 2 contracts

Samples: Tax Receivable Agreement (Duff & Phelps Corp), Tax Receivable Agreement (Duff & Phelps Corp)

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Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Company (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; Applicable Limited Partner, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward carry forward of a loss or other Tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 2 contracts

Samples: Tax Receivable Agreement (Silvercrest Asset Management Group Inc.), Tax Receivable Agreement (Silvercrest Asset Management Group Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may shall be amended from time to time by the Corporation: Corporation (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Applicable Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 2 contracts

Samples: Tax Receivable Agreement (Genesis Healthcare, Inc.), Purchase and Contribution Agreement (Skilled Healthcare Group, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; a TRA Party, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a an applicable Basis and Attribute Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each TRA Party within thirty (30) calendar days of the occurrence of an event referenced in clauses (i) through (vi) of the preceding sentence.

Appears in 2 contracts

Samples: Tax Receivable Agreement (Indie Semiconductor, Inc.), Tax Receivable Agreement (Thunder Bridge Acquisition II, LTD)

Amended Schedule. The applicable Schedule for any Taxable Year may shall be amended from time to time by the Corporation: Holdings (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a any Taxable Year after the date the Schedule was originally provided to the Non-Holdings Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a an Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). For the avoidance of doubt, no Non-Holdings Member shall have any obligation to make any payment to Holdings, or to reimburse Holdings for amounts previously paid pursuant to this Agreement.

Appears in 2 contracts

Samples: Tax Receivable Agreement (ZAIS Group Holdings, Inc.), Investment Agreement (Hf2 Financial Management Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Parent (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the applicable Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback carry-back or carryforward carry-forward of a loss or other Tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Parent’s Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 2 contracts

Samples: Tax Receivable Agreement (57th Street General Acquisition Corp), Tax Receivable Agreement (57th Street General Acquisition Corp)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Parent (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; PDC, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback carry-back or carryforward carry-forward of a loss or other Tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Parent’s Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 2 contracts

Samples: Cross Purchase Agreement (Hicks Acquisition CO II, Inc.), Cross Purchase Agreement (Paperweight Development Corp)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; applicable TRA Party, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a Basis the Attribute Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each relevant TRA Party within thirty (30) calendar days of the occurrence of an event referenced in clauses (i) through (vi) of the preceding sentence.

Appears in 2 contracts

Samples: Tax Receivable Agreement (Xponential Fitness, Inc.), Tax Receivable Agreement (Xponential Fitness, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the applicable Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Tax Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each Member within 30 calendar days of the occurrence of an event referenced in clauses (i) through (vi) of the preceding sentence.

Appears in 2 contracts

Samples: Tax Receivable Agreement (Wayne Farms, Inc.), Tax Receivable Agreement (Wayne Farms, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the CorporationHoldCo: (i) in connection with a Determination affecting such Schedule; (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Memberapplicable TRA Limited Partner; (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). HoldCo shall provide an Amended Schedule to each relevant TRA Limited Partner within thirty (30) calendar day of the occurrence of an event referenced in clause (i) through (vi) of the preceding sentence.

Appears in 1 contract

Samples: Tax Receivables Agreement (Galaxy Digital Holdings Ltd.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Company (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; a TRA Party, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a an applicable Tax Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). Echo and the Company shall provide an Amended Schedule to each TRA Party within ninety (90) calendar days of the occurrence of an event referenced in clauses (i) through (vi) of the preceding sentence.

Appears in 1 contract

Samples: Agreement of Contribution and Sale (Change Healthcare Holdings, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may shall be amended from time to time by the Corporation: Parent (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a any Taxable Year after the date the Schedule was originally provided to the Member; Applicable Class B Unitholder(s), (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; Year or (vi) to adjust a an Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement TRA (any such Schedule, Schedule an “Amended Schedule”). For the avoidance of doubt, no Applicable Class B Unitholder shall have any obligation to make any payment to Parent, or to reimburse Parent, for amounts previously paid pursuant to this TRA.

Appears in 1 contract

Samples: Tax Receivable Agreement (Purple Innovation, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Purchaser (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; Seller, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Scheduleschedule, an “Amended Schedule”); provided, however, that such a change under clause (i) attributable to an audit of a Tax Return by an applicable Taxing Authority shall not be taken into account on an Amended Schedule unless and until there has been a Determination with respect to such change.

Appears in 1 contract

Samples: Tax Receivables Agreement (Stryve Foods, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: a Corporation (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided made available to the Member; Senior Executives’ Representative, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 1 contract

Samples: Tax Receivable Agreement (Oaktree Capital Group, LLC)

Amended Schedule. The applicable Schedule for any Taxable Year may shall be amended from time to time by the Corporation: Parent (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a any Taxable Year after the date the Schedule was originally provided to the Member; TRA Representative, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; Year or (vi) to adjust a an Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement TRA (any such Schedule, Schedule an “Amended Schedule”). For the avoidance of doubt, no Minority Member shall have any obligation to make any payment to Parent, or to reimburse Parent, for amounts previously paid pursuant to this TRA.

Appears in 1 contract

Samples: Merger Agreement (Global Partner Acquisition Corp.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Purchaser (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; Sellers, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a material change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Scheduleschedule, an “Amended Schedule”); provided, however, that such a change under clause (i) attributable to an audit of a Tax Return by an applicable Taxing Authority shall not be taken into account on an Amended Schedule unless and until there has been a Determination with respect to such change.

Appears in 1 contract

Samples: Tax Receivable Agreement (Alvarium Tiedemann Holdings, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the CorporationPC Corp: (i) in connection with a Determination affecting such Schedule; (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; (iii) to comply with an Expert’s 's determination under the Reconciliation Procedures applicable to this Agreement; (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; or (vi) to adjust a Basis Schedule to take into account any Tax Benefit Payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 1 contract

Samples: Tax Receivable Agreement (MedMen Enterprises, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: PubCo (i) in connection with a Determination affecting such Schedule; , (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; a TRA Party, (iii) to comply with an Expert’s 's determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit Benefit, or the Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or the Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; Year or (vi) to adjust a an applicable TRA Party's Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an "Amended Schedule"). PubCo shall provide an Amended Schedule to each TRA Party when PubCo delivers the Basis Schedule for the following taxable year.

Appears in 1 contract

Samples: Tax Receivables Agreement (Preston Hollow Community Capital, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporate Taxpayer (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the applicable Member; , (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or ((vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each relevant Member within thirty (30) calendar days of the occurrence of an event referenced in clauses ‎(i) through ‎(vi) of the preceding sentence.

Appears in 1 contract

Samples: Tax Receivable Agreement (Arog Pharmaceuticals, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may shall be amended from time to time by the Corporation: PubCo (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; a TRA Party, (iii) to comply with an Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit Benefit, or the Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or the Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; Year or (vi) to adjust a Basis an applicable TRA Party’s Attribute Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). PubCo shall provide an Amended Schedule to each TRA Party when PubCo delivers the Attribute Schedule for the following taxable year.

Appears in 1 contract

Samples: Tax Receivable Agreement (Portillo's Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation: Corporation (i) in connection with a Determination affecting such Schedule; , (ii) to correct inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Member; Recipients, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures applicable to this Agreement; Procedures, (iv) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year; , (v) to reflect a change in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year; , or (vi) to adjust a the Exchange Basis Schedule to take into account any Tax Benefit Payments payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”).

Appears in 1 contract

Samples: Tax Receivable Agreement (loanDepot, Inc.)

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