Texarkana Truck Stop Sample Clauses

Texarkana Truck Stop. Within seven (7) days following the due date (determined without taking into account any extensions) for the Acquired Companies to file their federal income Tax Return for the taxable year in which the sale of the Texarkana Truck Stop occurs in accordance with Section 3.5, the Acquired Companies shall pay to the Principal Shareholder as additional Merger Consideration an amount (the “Texarkana Tax Benefit”) equal to (i) the aggregate Tax that would have been owed by the Acquired Companies, had such sale or transfer not occurred, for the taxable period in which the sale or transfer occurs and any prior taxable periods to which tax items arising from the sale or transfer of the Texarkana Truck Stop are carried back and applied, less (ii) the aggregate amount of Tax actually owed by the Acquired Companies for such period or periods, provided, however, that any payment otherwise required to be made to the Principal Shareholder pursuant to this Section 10.3(j) shall be reduced to the extent the Texarkana Tax Benefit (A) is taken into account in determining the Cash Adjustment Amount and/or (B) is or will be taken into account in the determination of any amount paid or to be paid to the Principal Shareholder pursuant to Section 10.3(e) (Refunds). No real property, ad valorem or tangible personal property taxes relating to the Texarkana Truck Stop shall be taken into consideration in determining the amount of the Texarkana Tax Benefit.