Common use of Payment upon Deemed Early Termination Event Clause in Contracts

Payment upon Deemed Early Termination Event. The amount payable to the applicable TRA Holder as a result of that acceleration shall equal the sum of: (A) an Early Termination Payment calculated with respect to such TRA Holder(s) pursuant to this ARTICLE III as if an Early Termination Notice had been delivered on the date of the Deemed Early Termination Event using the Valuation Assumptions but substituting the phrase “the date of the Deemed Early Termination Event” in each place where the phrase “Early Termination Date” appears; (B) any Tax Benefit Payment agreed to by the Corporation and such TRA Holder(s) as due and payable but unpaid as of the date of a breach; and (C) any Tax Benefit Payment due to such TRA Holder(s) for the Taxable Year ending with or including the date of the breach (except to the extent that any amounts described in clauses (B) or (C) are included in the amount payable upon early termination).

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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Payment upon Deemed Early Termination Event. The amount payable to the applicable each TRA Holder as a result of that acceleration shall equal the TRA Holder’s Sharing Percentage multiplied by the sum of: (A) an Early Termination Payment calculated with respect to such TRA Holder(s) pursuant to this ARTICLE III as if an Early Termination Notice had been delivered on the date of the Deemed Early Termination Event using the Valuation Assumptions but substituting the phrase “the date of the Deemed Early Termination Event” in each place where the phrase “Early Termination Date” appears; (B) any Tax Benefit Payment agreed to by the Corporation and such the TRA Holder(s) Representative as due and payable but unpaid as of the date of a breach; and (C) any Tax Benefit Payment due to such TRA Holder(s) for the Taxable Year ending with or including the date of the breach (except to the extent that any amounts described in clauses (B) or (C) are included in the amount payable upon early termination).

Appears in 2 contracts

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

Payment upon Deemed Early Termination Event. The amount payable to the applicable TRA Holder as a result of that acceleration shall equal the sum of: (A) an Early Termination Payment calculated with respect to such TRA Holder(s) pursuant to this ARTICLE ‎ARTICLE III as if an Early Termination Notice had been delivered on the date of the Deemed Early Termination Event using the Valuation Assumptions but substituting the phrase “the date of the Deemed Early Termination Event” in each place where the phrase “Early Termination Date” appears; (B) any Tax Benefit Payment agreed to by the Corporation and such TRA Holder(s) as due and payable but unpaid as of the date of a breach; and (C) any Tax Benefit Payment due to such TRA Holder(s) for the Taxable Year ending with or including the date of the breach (except to the extent that any amounts described in clauses (B) or (C) are included in the amount payable upon early termination).

Appears in 1 contract

Samples: Tax Receivable Agreement (Viant Technology Inc.)

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Payment upon Deemed Early Termination Event. The amount payable to the applicable each TRA Holder as a result of that acceleration shall equal the TRA Holder’s Sharing Percentage multiplied by the sum of: (A) an Early Termination Payment calculated with respect to such TRA Holder(s) pursuant to this ARTICLE ‎ARTICLE III as if an Early Termination Notice had been delivered on the date of the Deemed Early Termination Event using the Valuation Assumptions but substituting the phrase “the date of the Deemed Early Termination Event” in each place where the phrase “Early Termination Date” appears; (B) any Tax Benefit Payment agreed to by the Corporation and such the TRA Holder(s) Representative as due and payable but unpaid as of the date of a breach; and (C) any Tax Benefit Payment due to such TRA Holder(s) for the Taxable Year ending with or including the date of the breach (except to the extent that any amounts described in clauses (B) or (C) are included in the amount payable upon early termination).

Appears in 1 contract

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

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