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 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 provided to the TRA Party Representative, (iii) to comply with an Expert’s determination under the Reconciliation Procedures, (iv) to reflect a change in the Realized Tax 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 or (vi) to adjust an applicable TRA Party’s Basis Schedule to take into account 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.)

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Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the 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 provided to the TRA Party Representative, (iii) to comply with an Expert’s determination under the Reconciliation Procedures, (iv) to reflect a change in the Realized Tax 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 or (vi) to adjust an applicable TRA Party’s Basis Schedule to take into account payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide (a) an Amended Schedule to the TRA Party Representative and (b) the portion of such Amended Schedule that relates to the Onex Parties to the Onex Representative, in each case, when the Corporate Taxpayer delivers the Basis Schedule for the following taxable year.

Appears in 3 contracts

Samples: Tax Receivable Agreement (Ryan Specialty Holdings, Inc.), Tax Receivable Agreement (Ryan Specialty Group Holdings, Inc.), Tax Receivable Agreement (Ryan Specialty Group Holdings, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the 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 provided to the TRA Party Representative, (iii) to comply with an Expert’s determination under the Reconciliation Procedures, (iv) to reflect a change in the Realized Tax 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 or (vi) to adjust an applicable TRA Party’s Basis Schedule to take into account payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide (A) an Amended Schedule to the TRA Party Representative Representative, (B) the portion of such Amended Schedule that relates to the Permira Parties (including, for the avoidance of doubt, with respect to the WCAS XII Blocker) to the Permira Representative, and (C) the portion of such Amended Schedule that relates to the Warburg Parties (including, for the avoidance of doubt, with respect to the WCAS XII Blocker) to the Warburg Representative, in each case, when the Corporate Taxpayer delivers the Basis Schedule for the following taxable year.

Appears in 2 contracts

Samples: Tax Receivable Agreement (Clearwater Analytics Holdings, Inc.), Tax Receivable Agreement (Clearwater Analytics Holdings, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporate Taxpayer 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 provided to the TRA Party Holder Representative, ; (iii) to comply with an Expert’s determination under the Reconciliation Procedures, Procedures applicable to this Agreement; (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 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 an applicable TRA Party’s a Basis Schedule to take into account payments any Tax Benefit Payments made pursuant to this Agreement (any such Schedule, as so amended, an “Amended Schedule”). The Corporate Taxpayer shall provide an Corporation will promptly deliver any Amended Schedule to TRA Holder Representative and the TRA Party Representative when the Corporate Taxpayer delivers the Basis Schedule for the following taxable yearprovisions set forth in Section 2.4(a) will apply with respect thereto.

Appears in 2 contracts

Samples: Tax Receivable Agreement (QualTek Services Inc.), Tax Receivable Agreement (Roth CH Acquisition III Co)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporate Taxpayer 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 TRA Party Holder Representative, ; (iii) to comply with an Expert’s determination under the Reconciliation Procedures, Procedures applicable to this Agreement; (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 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 an applicable TRA Party’s a Basis Schedule to take into account payments any Tax Benefit Payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer Corporation shall provide an any Amended Schedule to the TRA Party Holder Representative when within thirty (30) calendar days of the Corporate Taxpayer delivers occurrence of an event referred to in clauses (i) through (vi) of the Basis preceding sentence, and any such Amended Schedule for shall be subject to the following taxable yearprocedures set forth in Section 2.05(a).

Appears in 2 contracts

Samples: Tax Receivable Agreement (Vivid Seats Inc.), Limited Liability Company Agreement (Horizon Acquisition Corp)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporate Taxpayer 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 TRA Party Holder Representative, ; (iii) to comply with an Expert’s determination under the Reconciliation Procedures, Procedures applicable to this Agreement; (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 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 an applicable TRA Party’s a Basis Schedule to take into account payments any Tax Benefit Payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer ; provided for the avoidance of doubt, however, that such a change under clause (i) shall provide not be taken into account on an Amended Schedule unless and until there has been a Determination with respect to the TRA Party Representative when the Corporate Taxpayer delivers the Basis Schedule for the following taxable yearsuch change.

Appears in 1 contract

Samples: Tax Receivable Agreement (Astrea Acquisition Corp.)

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Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the 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 provided to the a TRA Party RepresentativeParty, (iii) to comply with an Expert’s determination under the Reconciliation Procedures, (iv) to reflect a change in the Realized Tax 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 or (vi) to adjust an applicable the TRA PartyHolder’s Basis Schedule to take into account payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to each TRA Party and to the TRA Party Representative when within ninety (90) calendar days of the Corporate Taxpayer delivers occurrence of an event referenced in clauses (i) through (vi) of the Basis Schedule for the following taxable yearpreceding sentence.

Appears in 1 contract

Samples: Tax Receivable Agreement (Redbox Entertainment Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the 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 provided to the a TRA Party RepresentativeParty, (iii) to comply with an Expert’s determination under the Reconciliation Procedures, (iv) to reflect a change in the Realized Tax 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 or (vi) to adjust an applicable TRA Party’s Basis Schedule to take into account payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”). The Corporate Taxpayer shall provide an Amended Schedule to the each applicable TRA Party Representative when the Corporate Taxpayer delivers the Basis Schedule for the following taxable year. Promptly after delivering any such Amended Schedule to a TRA Party, the Corporate Taxpayer shall deliver a copy of such Amended Schedule to each Sponsor Party and each Interested Party.

Appears in 1 contract

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

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporate Taxpayer 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 provided to the TRA Party RepresentativeSellers Advisory Firm, (iii) to comply with an the Expert’s determination under the Reconciliation Procedures, (iv) to reflect a material 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 tax item to such Taxable Year, (v) to reflect a material 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 an applicable TRA Party’s the Exchange Basis Schedule to take into account payments made pursuant to this Agreement (any such Scheduleschedule, an “Amended Schedule”). The Corporate Taxpayer ; provided, however, that such a change under clause (i) attributable to an audit of a Tax Return by an applicable Taxing Authority shall provide not be taken into account on an Amended Schedule unless and until there has been a Determination with respect to the TRA Party Representative when the Corporate Taxpayer delivers the Basis Schedule for the following taxable yearsuch change.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Cartesian Growth Corp)

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