Common use of Consistency Clause in Contracts

Consistency. The Corporate Taxpayer and the Members agree to report and cause to be reported for all purposes, including federal, state and local Tax purposes and financial reporting purposes, all Tax-related items (including the Basis Adjustments and each Tax Benefit Payment) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09.

Appears in 28 contracts

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

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Consistency. The Corporate Taxpayer and the Members applicable Equity Plan Member agree to report and cause to be reported for all purposes, including federal, state and local Tax purposes and financial reporting purposes, all Tax-related items (including without limitation the Basis Adjustments and each Tax Benefit Payment) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09.

Appears in 6 contracts

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

Consistency. The Corporate Taxpayer and the Members each Holder agree to report and cause to be reported for all purposes, including federal, state and local Tax purposes and financial reporting purposes, all Tax-related items (including the Basis Adjustments and each Tax Benefit PaymentPayment and any Imputed Interest) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09Law based on written advice of an Advisory Firm.

Appears in 5 contracts

Samples: Joinder Agreement (Sentinel Energy Services Inc.), Tax Receivable Agreement, Tax Receivable Agreement (Hostess Brands, Inc.)

Consistency. The Corporate Taxpayer and the Members Change Shareholder Representatives agree to report and cause to be reported for all purposes, including federal, state and local Tax purposes and financial reporting purposes, all Tax-related items (including the Basis Adjustments and including, without limitation, each Tax Benefit Payment) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09.

Appears in 5 contracts

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

Consistency. The Corporate Taxpayer and the Members Stockholders agree to report and cause to be reported for all purposes, including federal, state and local Tax purposes and financial reporting purposes, all Tax-related items (including the Basis Adjustments and each Tax Benefit Payment) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09.

Appears in 4 contracts

Samples: Tax Receivable Agreement (Virtu Financial, Inc.), Tax Receivable Agreement (Virtu Financial, Inc.), Tax Receivable Agreement (Virtu Financial, Inc.)

Consistency. The Corporate Taxpayer and the Members each Stockholder agree to report and cause to be reported for all purposes, including federal, state and local Tax purposes and financial reporting purposes, all Tax-related items (including the Additional Basis Adjustments Recovery and each Tax Benefit Payment) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09Law based on written advice of an Advisory Firm.

Appears in 3 contracts

Samples: Tax Receivable Agreement (VERRA MOBILITY Corp), Agreement and Plan of Merger (Gores Holdings II, Inc.), Tax Receivable Agreement (Gores Holdings II, Inc.)

Consistency. The Corporate Taxpayer Taxpayer, the Partnership and the Members applicable Limited Partner agree to report and cause to be reported for all purposes, including federal, state state, local and local foreign Tax purposes and financial reporting purposes, all Tax-related items (including without limitation the Basis Adjustments Adjustment and each Tax Benefit Payment) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09Agreement.

Appears in 2 contracts

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

Consistency. The Corporate Taxpayer and the Members agree to report and cause to be reported for all purposes, including U.S. federal, state and local Tax purposes and financial reporting purposes, all Tax-related items (including the Basis Adjustments and each Tax Benefit Payment) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09.

Appears in 2 contracts

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

Consistency. The Corporate Taxpayer and the Members applicable Limited Partner agree to report and cause to be reported for all purposes, including federal, state state, local and local foreign Tax purposes and financial reporting purposes, all Tax-related items (including without limitation the Basis Adjustments Adjustment and each Tax Benefit Payment) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09Agreement.

Appears in 2 contracts

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

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Consistency. The Corporate Taxpayer and the Members applicable Limited Partner agree to report and cause to be reported for all purposes, including federal, state and local Tax purposes and financial reporting purposes, all Tax-related items (including including, without limitation, the Basis Adjustments and each Tax Benefit Payment) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09.

Appears in 2 contracts

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

Consistency. The Corporate Taxpayer and the Members applicable Equity Plan Member agree to report and cause to be reported for all purposes, including federal, state and local Tax purposes and financial reporting purposes, all Tax-related items (including including, without limitation, the Basis Adjustments and each Tax Benefit Payment) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09.

Appears in 1 contract

Samples: Tax Receivable Agreement (Emdeon Inc.)

Consistency. The Corporate Taxpayer and the Members Stockholder agree to report and cause to be reported for all purposes, including federal, state and local Tax purposes and financial reporting purposes, all Tax-related items (including the Basis Adjustments use and existence of any Tax Assets and each Tax Benefit Payment) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09Law based on written advice of an Advisory Firm.

Appears in 1 contract

Samples: Tax Receivable Agreement (Vertiv Holdings Co)

Consistency. The Each of the Corporate Taxpayer Taxpayers and the Members applicable Limited Partner agree to report and cause to be reported for all purposes, including federal, state state, local and local foreign Tax purposes and financial reporting purposes, all Tax-related items (including without limitation the Basis Adjustments Adjustment and each Tax Benefit Payment) in a manner consistent with that specified by each of the Corporate Taxpayer Taxpayers in any Schedule required to be provided by or on behalf of the such Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section 7.09Agreement.

Appears in 1 contract

Samples: Tax Receivable Agreement (Blackstone Group L.P.)

Consistency. The Corporate Taxpayer and the Members agree to report and cause to be reported for all purposes, including federal, state and local Tax purposes and financial reporting purposes, all Tax-related items (including the Basis Adjustments and each Tax Benefit Payment) in a manner consistent with that specified by the Corporate Taxpayer in any Schedule required to be provided by or on behalf of the Corporate Taxpayer under this Agreement unless otherwise required by law. Any dispute as to required Tax or financial reporting shall be subject to Section ‎Section 7.09.

Appears in 1 contract

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

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