Section 382 Tax Benefits Preservation Plan Sample Contracts

SECTION 382 TAX BENEFITS PRESERVATION PLAN by and between EMCORE CORPORATION and EQUINITI TRUST COMPANY, LLC, as Rights Agent, Dated as of September 28, 2023
Section 382 Tax Benefits Preservation Plan • September 28th, 2023 • Emcore Corp • Semiconductors & related devices • New Jersey

WHEREAS, the Company and certain of its Subsidiaries have generated certain Tax Benefits (as hereinafter defined) for United States federal income tax purposes, such Tax Benefits may potentially provide valuable benefits to the Company, the Company desires to avoid an “ownership change” within the meaning of Section 382 (as hereinafter defined), and the Treasury Regulations (as hereinafter defined) promulgated thereunder, and thereby preserve its ability to utilize such Tax Benefits, and, in furtherance of such objective, the Company desires to enter into this Agreement; and

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AMENDMENT NO. 1 TO SECTION 382 TAX BENEFITS PRESERVATION PLAN
Section 382 Tax Benefits Preservation Plan • October 18th, 2019 • Alaska Communications Systems Group Inc • Telephone communications (no radiotelephone) • New York

This AMENDMENT NO. 1 TO SECTION 382 TAX BENEFITS PRESERVATION PLAN, dated as of October 15, 2019 (this “Amendment”), is made and entered into by and between Alaska Communications Systems Group, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”).

SECTION 382 TAX BENEFITS PRESERVATION PLAN
Section 382 Tax Benefits Preservation Plan • November 17th, 2021 • Delaware

WHEREAS, the Company and certain of its Subsidiaries have generated certain Tax Benefits (as hereinafter defined) for United States federal income tax purposes, such Tax Benefits may potentially provide valuable benefits to the Company, the Company desires to avoid an “ownership change” within the meaning of Section 382 (as hereinafter defined), and the Treasury Regulations (as hereinafter defined) promulgated thereunder, and thereby preserve its ability to utilize such Tax Benefits, and, in furtherance of such objective, the Company desires to enter into this Agreement; and

FIRST AMENDMENT TO
Section 382 Tax Benefits Preservation Plan • March 22nd, 2021 • Support.com, Inc. • Services-computer processing & data preparation • Delaware

This First Amendment (this “Amendment”) dated as of March 19, 2021, to the Section 382 Tax Benefits Preservation Plan, dated as of August 21, 2019 (the “Rights Agreement”), is between SUPPORT.COM, INC., a Delaware corporation (the “Company”), and COMPUTERSHARE TRUST COMPANY, N.A., a federally chartered trust company, as rights agent (the “Rights Agent”).

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