Common use of Basis Schedule Clause in Contracts

Basis Schedule. Within one hundred and eighty (180) calendar days after the due date (including extensions) of IRS Form 1120 (or any successor form) of PubCo for each relevant Taxable Year, PubCo shall deliver to the TRA Party Representative, and to each TRA Party with respect to such TRA Party, a schedule (the “Basis Schedule”) that shows, in reasonable detail necessary to perform the calculations required by this Agreement, (i) the Blocker Transferred Basis of the Reference Assets in respect of such TRA Party, if any, (ii) the IPO Basis of the Reference Assets in respect of such TRA Party, if any, (iii) the Exchange Basis of the Reference Assets in respect of such TRA Party, if any, (iv) the Basis Adjustment with respect to the Reference Assets in respect of such TRA Party as a result of the Exchanges effected in such Taxable Year or any prior Taxable Year by such TRA Party, if any, calculated in the aggregate, (v) the Non-Stepped Up Tax Basis of the Reference Assets in respect of such TRA Party as of each applicable Exchange Date, if any, (vi) the period (or periods) over which the Reference Assets in respect of such TRA Party are amortizable and/or depreciable and (vii) the period (or periods) over which the Blocker Transferred Basis, the IPO Basis, the Exchange Basis, and each Basis Adjustment in respect of such TRA Party is amortizable and/or depreciable. A Basis Schedule will become final and binding on the Parties pursuant to the procedures set forth in Section 2.4(a) and may be amended by the Parties pursuant to the procedures set forth in Section 2.4(b) (subject to the procedures set forth in Section 2.4(b)). All costs and expenses incurred in connection with the provision and preparation of the Basis Schedules and Tax Benefit Schedules (as defined below) for each TRA Party in compliance with this Agreement shall be borne by OpCo.

Basis Schedule. Within one hundred and eighty fifty (180150) calendar days after the due date (including extensions) of IRS Form 1120 (or any successor form) of PubCo the Corporate Taxpayer for each relevant Taxable Year, PubCo the Corporate Taxpayer shall deliver to the TRA Party Representative, and to each TRA Party with respect to such TRA Party, a schedule (the “Basis Schedule”) that shows, in reasonable detail necessary to perform the calculations required by this TRA Agreement, (i) the Blocker Transferred actual Tax basis and the Non-Adjusted Tax Basis of the Reference Assets in respect as of such TRA Party, if anythe Closing Date and the date of each Exchange, (ii) the IPO Exchange Basis of the Reference Assets in respect of Adjustments Attributable to such TRA Party, if any, (iii) the Exchange Basis of the Reference Assets in respect of such TRA Party, if any, (iv) the Basis Adjustment Party with respect to the Reference Assets in respect of such TRA Party as a result of the Exchanges effected by such TRA Party in such Taxable Year or any prior Taxable Year by such TRA Party, if any, calculated in the aggregateYear, (viii) the Non-Stepped Up Tax Purchase Basis of the Reference Assets in respect of Adjustments and BSOF Basis Adjustments Attributable to such TRA Party as for the Taxable Year of each applicable Exchange Date, if anythe Closing, (viiv) the Tax basis in the Peak Assets that will give rise to the Peak Deductions Attributable to such TRA Party for the Taxable Year of the Closing, and (v) the period (or periods) over which such Basis Adjustments and the Reference Tax basis in the Peak Assets in respect of such TRA Party are amortizable and/or depreciable depreciable, in each case, calculated in the aggregate for all TRA Parties and (vii) solely with respect to the period (or periods) over which the Blocker Transferred Basis, the IPO Basis, the Exchange Basis, and each Basis Adjustment in respect of such TRA Party is amortizable and/or depreciable. A to which such Basis Schedule will become final is delivered; provided that for each of the first three (3) Taxable Years ending after the Closing Date, such deadline shall be automatically extended from one hundred and binding on the Parties pursuant fifty (150) calendar days after such due date (including extensions) to the procedures set forth in Section 2.4(aone hundred and eighty (180) and may be amended by the Parties pursuant to the procedures set forth in Section 2.4(b) calendar days after such due date (subject to the procedures set forth in Section 2.4(b)including extensions). All costs and expenses incurred in connection with the provision and preparation of the Basis Schedules and Tax Benefit Schedules (as defined below) for each TRA Party in compliance with this TRA Agreement and the obtaining of any Advisory Firm Letter shall be borne by OpCo. Each Basis Schedule shall become final as provided in Section 2.3(a) and may be amended as provided in Section 2.3(b) (subject to the procedures set forth in Section 2.3(b)).

Basis Schedule. Within one hundred and eighty (180) calendar days after the due date (including extensions) of IRS Form 1120 (or any successor form) of PubCo for each relevant Taxable Year, PubCo shall deliver to the TRA Party Representative, and to each TRA Party with respect to such TRA Party, a schedule (the “Basis Schedule”) that shows, in reasonable detail necessary to perform the calculations required by this Agreement, (i) the Blocker Transferred Basis of the Reference Assets in respect of such TRA Party, if any, (ii) the IPO Basis of the Reference Assets in respect of such TRA Party, if any, (iii) the Exchange Basis of the Reference Assets in respect of such TRA Party, if any, (iv) the Basis Adjustment with respect to the Reference Assets in respect of such TRA Party as a result of the Exchanges effected in such Taxable Year or any prior Taxable Year by such TRA Party, if any, calculated in the aggregate, (vii) the Non-Stepped Up Tax Basis of the Reference Assets in respect of such TRA Party as of each applicable Exchange Date, if any, (viiii) the period (or periods) over which the Reference Assets in respect of such TRA Party are amortizable and/or depreciable and (viiiv) the period (or periods) over which the Blocker Transferred Basis, the IPO Basis, the Exchange Basis, and each Basis Adjustment in respect of such TRA Party is amortizable and/or depreciable. A Basis Schedule will become final and binding on the Parties parties pursuant to the procedures set forth in Section 2.4(a) and may be amended by the Parties parties pursuant to the procedures set forth in Section 2.4(b) (subject to the procedures set forth in Section 2.4(b)). All costs and expenses incurred in connection with the provision and preparation of the Basis Schedules and Tax Benefit Schedules (as defined below) for each TRA Party in compliance with this Agreement shall be borne by OpCo.

Basis Schedule. Within one hundred and eighty (180) 90 calendar days after the due date (including extensions) filing of IRS Form 1120 (or any successor form) the U.S. federal income Tax Return of PubCo the Corporate Taxpayer for each relevant Taxable YearYear (including the Taxable Year in which the IPO occurs), PubCo the Corporate Taxpayer shall deliver to the TRA Party Representative, and to each TRA Party with respect to such TRA Party, a schedule (the “Basis Schedule”) that shows, in reasonable detail necessary to perform the calculations required by this Agreement, the following items: (i) the Blocker Transferred Basis of the Reference Assets in respect of such TRA Party, if any, (ii) the IPO Blocker Basis Adjustments of the Reference Assets in respect of such TRA Party, if any, (iii) the Exchange Common Basis of the Reference Assets in respect of such TRA PartyParty as of each applicable Exchange Date, if any, (iv) the Basis Adjustment with respect to the Reference Assets in respect of such TRA Party as a result of the Exchanges effected in such Taxable Year or any prior Prior Taxable Year by such TRA Party, if any, calculated (x) in the aggregate, (vy) solely with respect to Exchanges by such TRA Party, and (z) in the Non-Stepped Up Tax case of a Basis Adjustment under Section 734(b) of the Reference Assets Code, solely with respect to the amount that is available to the Corporate Taxpayer in respect of such TRA Party as of each applicable Exchange Date, if anyTaxable Year, (viv) the period (or periods) over which the Reference Assets in respect of such TRA Party are amortizable and/or depreciable and depreciable, (viivi) the period (or periods) over which the Blocker Transferred Basis, the IPO BasisBlocker Basis Adjustments, the Exchange Basis, Common Basis and each the Basis Adjustment in respect of such TRA Party is amortizable and/or depreciable. A Basis Schedule will become final , and binding on (vii) the Parties Blocker Pre-Merger NOLs Attributable to such TRA Party that remain, if any, and may give rise to payments pursuant to the procedures set forth in Section 2.4(a) and may be amended by the Parties pursuant to the procedures set forth in Section 2.4(b) (subject to the procedures set forth in Section 2.4(b)). All costs and expenses incurred in connection with the provision and preparation terms of the Basis Schedules and Tax Benefit Schedules (as defined below) for each TRA Party in compliance with this Agreement shall be borne by OpCoAgreement.