Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for the Corporate Taxpayer shall be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement in proportion to the amounts of Net Tax Benefit, respectively, that would have been Attributable to each TRA Party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.
Appears in 9 contracts
Samples: Tax Receivable Agreement (Biote Corp.), Tax Receivable Agreement (Thayer Ventures Acquisition Corp), Tax Receivable Agreement (Blackstone Holdings III L.P.)
Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for of the Corporate Taxpayer shall collectively be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement in proportion to the amounts amount of Net Tax Benefit, respectivelyas such term is defined in this Agreement, that would have been Attributable to each TRA Party such party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.
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.)
Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does do not have sufficient taxable income, the Net Tax Benefit for the Corporate Taxpayer shall be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement in proportion to the amounts of Net Tax Benefit, respectively, that would have been Attributable to each TRA Party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.
Appears in 3 contracts
Samples: Business Combination Agreement (FTAC Athena Acquisition Corp.), Tax Receivable Agreement (OppFi Inc.), Business Combination Agreement (FG New America Acquisition Corp.)
Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for of the Corporate Taxpayer shall be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement in proportion to the amounts amount of Net Tax Benefit, respectivelyas such term is defined in this Agreement, that would have been Attributable to each TRA Party such party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.
Appears in 2 contracts
Samples: Tax Receivable Agreement (CompoSecure, Inc.), Merger Agreement (Roman DBDR Tech Acquisition Corp.)
Pro Rata Payments. Notwithstanding anything in Section 3.1 3.01 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes Purchaser is limited in a particular Taxable Year because the Corporate Taxpayer Purchaser does not have sufficient taxable income, the Net Realized Tax Benefit for the Corporate Taxpayer that Taxable Year shall be allocated among all parties Sellers then-eligible for to receive Tax Benefit Payments under this TRA Agreement in proportion to the amounts of Net Realized Tax BenefitBenefit for that Taxable Year, respectively, that would have been Attributable attributable to each TRA Party Seller if the Corporate Taxpayer Purchaser had sufficient taxable income so that there were no such limitation.
Appears in 1 contract
Samples: Tax Receivable Agreement (Alvarium Tiedemann Holdings, Inc.)
Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for of the Corporate Taxpayer shall be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement in proportion to the amounts amount of Net Tax Benefit, respectively, Benefit that would have been Attributable to each TRA Party such party, or, with respect to the Sponsor Parties, the Sponsor Payment that would have been paid, if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.
Appears in 1 contract
Pro Rata Payments. Notwithstanding anything in Section 3.1 to the contrary, to the extent that the aggregate Realized Tax Benefit of the Corporate Taxpayer with respect to the Tax Attributes is limited in a particular Taxable Year because the Corporate Taxpayer does not have sufficient taxable income, the Net Tax Benefit for of the Corporate Taxpayer shall be allocated among all parties eligible for Tax Benefit Payments under this TRA Agreement in proportion to the amounts amount of Net Tax Benefit, respectively, Benefit that would have been Attributable to each TRA Party such party if the Corporate Taxpayer had sufficient taxable income so that there were no such limitation.
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