Common use of Amendments with Disproportionate Adverse Effect Clause in Contracts

Amendments with Disproportionate Adverse Effect. Notwithstanding the provisions of Section 6.06(b)(i), if a proposed amendment would have a disproportionate adverse effect on the payments one or more TRA Holders will or may receive under this Agreement, such amendment shall not be effective unless at least two-thirds of the TRA Holders who would be disproportionately adversely affected (with such two-thirds threshold being measured as set forth in Section 6.06(b)(i)) consent in writing to that amendment.

Appears in 5 contracts

Samples: Tax Receivable Agreement (Viant Technology Inc.), Tax Receivable Agreement (StepStone Group Inc.), Tax Receivable Agreement (StepStone Group Inc.)

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Amendments with Disproportionate Adverse Effect. Notwithstanding the provisions of Section 6.06(b)(i6.07(b)(i), if a proposed amendment would have a disproportionate adverse effect on the payments one or more TRA Holders will or may receive under this Agreement, such amendment shall not be effective unless without the written consent of at least two-thirds of the TRA Holders who would be disproportionately and adversely affected (with such two-thirds threshold being measured as set forth in Section 6.06(b)(i6.07(b)(i)) consent in writing to that amendment).

Appears in 3 contracts

Samples: Tax Receivable Agreement (GEN Restaurant Group, Inc.), Tax Receivable Agreement (GEN Restaurant Group, Inc.), Tax Receivable Agreement (NUSCALE POWER Corp)

Amendments with Disproportionate Adverse Effect. Notwithstanding In addition to the provisions of Section 6.06(b)(irequirements in ‎Section 6.07(b)(i), if a proposed amendment would have a disproportionate adverse effect on the payments one or more TRA Holders will or may receive under this Agreement, such amendment shall not be effective unless without the written consent of at least two-thirds of the TRA Holders who would be disproportionately and adversely affected (with such two-thirds threshold being measured as set forth in Section 6.06(b)(i‎Section 6.07(b)(i) and if there are fewer than three affected TRA Holders, the written consent of all such TRA Holders)) consent in writing to that amendment.

Appears in 2 contracts

Samples: Tax Receivable Agreement (Rubicon Technologies, Inc.), Agreement and Plan of Merger (Founder SPAC)

Amendments with Disproportionate Adverse Effect. Notwithstanding the provisions of Section 6.06(b)(i), if a proposed amendment would have a disproportionate adverse effect on the payments one or more TRA Holders will or may receive under this AgreementAgreement as compared to the payments the TRA Holder(s) would have received absent such amendment, such amendment shall not be effective unless at least two-thirds of the TRA Holders who would be disproportionately adversely affected (with such two-thirds threshold being measured as set forth in Section 6.06(b)(i)) consent in writing to that amendment.

Appears in 2 contracts

Samples: Tax Receivable Agreement (Zevia PBC), Tax Receivable Agreement (Zevia PBC)

Amendments with Disproportionate Adverse Effect. Notwithstanding the provisions of Section ‎Section 6.06(b)(i), if a proposed amendment would have a disproportionate adverse effect on the payments one or more TRA Holders will or may receive under this AgreementAgreement as compared to the payments the TRA Holder(s) would have received absent such amendment, such amendment shall not be effective unless at least two-thirds of the TRA Holders who would be disproportionately adversely affected (with such two-thirds threshold being measured as set forth in Section ‎Section 6.06(b)(i)) consent in writing to that amendment.

Appears in 1 contract

Samples: Tax Receivable Agreement (Caisse De Depot Et Placement Du Quebec)

Amendments with Disproportionate Adverse Effect. Notwithstanding the provisions of Section ‎Section 6.06(b)(i), if a proposed amendment would have a disproportionate adverse effect on the payments one or more TRA Holders will or may receive under this Agreement, such amendment shall not be effective unless at least two-thirds of the TRA Holders who would be disproportionately adversely affected (with such two-thirds threshold being measured as set forth in Section ‎Section 6.06(b)(i)) consent in writing to that amendment.

Appears in 1 contract

Samples: Tax Receivable Agreement (Viant Technology Inc.)

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Amendments with Disproportionate Adverse Effect. Notwithstanding the provisions of Section ‎Section 6.06(b)(i), if a proposed amendment would have a disproportionate adverse effect on the payments one or more TRA Holders will or may receive under this Agreement, such the amendment shall not be effective unless at least two-thirds of the TRA Holders who would be disproportionately adversely affected (measured in accordance with such two-thirds threshold being measured as set forth in Section ‎Section 6.06(b)(i)) consent in writing to that amendment.

Appears in 1 contract

Samples: Tax Receivable Agreement (Excelerate Energy, Inc.)

Amendments with Disproportionate Adverse Effect. Notwithstanding the provisions of Section 6.06(b)(i6.07(b)(i), if a proposed amendment would have a disproportionate adverse effect on the payments one or more TRA Holders will or may receive under this Agreement, such amendment shall not be effective unless without the written consent of (i) the Blocked TRA Holder, if the amendment would disproportionately and adversely affect the Blocked TRA Holder, or (ii) in any other case, at least two-thirds of the TRA Holders who would be disproportionately and adversely affected (with such two-thirds threshold being measured as set forth in Section 6.06(b)(i6.07(b)(i)) consent in writing to that amendment).

Appears in 1 contract

Samples: Tax Receivable Agreement (Chobani Inc.)

Amendments with Disproportionate Adverse Effect. Notwithstanding the provisions of Section 6.06(b)(i), if a proposed amendment would have a disproportionate adverse effect on the payments one or more TRA Holders will or may receive under this Agreement, such the amendment shall not be effective unless at least two-thirds of the TRA Holders who would be disproportionately adversely affected (measured in accordance with such two-thirds threshold being measured as set forth in Section 6.06(b)(i)) consent in writing to that amendment.

Appears in 1 contract

Samples: Tax Receivable Agreement (Excelerate Energy, Inc.)

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