Common use of Admission of Corporate Taxpayer into a Consolidated Group; Transfers of Corporate Assets Clause in Contracts

Admission of Corporate Taxpayer into a Consolidated Group; Transfers of Corporate Assets. (a) If Corporate Taxpayer and its consolidated Subsidiaries are or become members of a combined, consolidated, affiliated or unitary group that files a consolidated, combined or unitary income tax return pursuant to Sections 1501 et seq. of the Code or any corresponding provisions of state or local law, then: (i) the provisions of this Agreement shall be applied with respect to the relevant group as a whole; and (ii) Tax Benefit Payments, Net Tax Benefit, Cumulative Net Realized Tax Benefit, Realized Tax Benefit, Realized Tax Detriment, Early Termination Payments and other applicable items hereunder shall be computed with reference to the consolidated (or combined or unitary, where applicable) taxable income, gain, loss, deduction and attributes of the relevant group as a whole.

Appears in 6 contracts

Samples: Tax Receivable Agreement (Core & Main, Inc.), Tax Receivable Agreement (Core & Main, Inc.), Tax Receivable Agreement (Core & Main, Inc.)

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Admission of Corporate Taxpayer into a Consolidated Group; Transfers of Corporate Assets. (a) If Corporate Taxpayer and its consolidated wholly-owned Subsidiaries are or become members of a combined, consolidated, affiliated or unitary group that files a consolidated, combined or unitary income tax return pursuant to Sections 1501 et seq. of the Code or any corresponding provisions of state or local law, then: (i) the provisions of this Agreement shall be applied with respect to the relevant group as a whole; and (ii) Tax Benefit Payments, Net Tax Benefit, Cumulative Net Realized Tax Benefit, Realized Tax Benefit, Realized Tax Detriment, Early Termination Payments and other applicable items hereunder shall be computed with reference to the consolidated (or combined or unitary, where applicable) taxable income, gain, loss, deduction and attributes of the relevant group as a whole.

Appears in 5 contracts

Samples: Tax Receivable Agreement, Tax Receivable Agreement (Planet Fitness, Inc.), Tax Receivable Agreement (Planet Fitness, Inc.)

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