Common use of Amended Redemption Basis Schedule Clause in Contracts

Amended Redemption Basis Schedule. The Redemption Basis Schedule may be amended from time to time by the Ltd Exchanging Subsidiaries with the consent of the Audit Committee (i) in connection with a Determination or (ii) to correct inaccuracies to the original Redemption Basis Schedule identified after the Redemption Date as a result of the receipt of additional information relating to facts or circumstances on or prior to the Redemption Date. At the time the Ltd Exchanging Subsidiaries deliver such amended Redemption Basis Schedule to the Trust, they shall (x) deliver to the Trust schedules and work papers providing reasonable detail regarding the preparation of the amended Redemption Basis Schedule and an Advisory Firm Letter supporting such amended Redemption Basis Schedule and (y) allow the Trust reasonable access to the appropriate representatives at Lazard and its Subsidiaries, Lazard Group and the Advisory Firm in connection with its review of such schedule. The amended Redemption Basis Schedule shall become final and binding on the parties unless the Trust, within 60 calendar days after receiving such amended Redemption Basis Schedule, provides the Ltd Exchanging Subsidiaries with notice of a material objection to such amended Redemption Basis Schedule made in good faith. If the parties, negotiating in good faith, are unable to successfully resolve the issues raised in such notice within 120 calendar days after such amended Redemption Basis Schedule was delivered to the Trust, the Ltd Exchanging Subsidiaries and the Trust shall employ the Reconciliation Procedures.

Appears in 3 contracts

Samples: Tax Receivable Agreement, Tax Receivable Agreement (Lazard LTD), Tax Receivable Agreement (Lazard LTD)

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Amended Redemption Basis Schedule. The Redemption Basis Schedule may be amended from time to time by the Ltd Exchanging Subsidiaries with the consent of the Audit Committee (i) in connection with a Determination or Determination, (ii) to correct inaccuracies to the original Redemption Basis Schedule identified after the Redemption Date as a result of the receipt of additional information relating to facts or circumstances on or prior to the Redemption DateDate or (iii) to comply with the expert’s determination under the Reconciliation Procedures. At the time the Ltd Exchanging Subsidiaries deliver such amended Redemption Basis Schedule to the Trust, LFCM they shall (x) deliver to the Trust LFCM schedules and work papers providing reasonable detail regarding the preparation of the amended Redemption Basis Schedule and an Advisory Firm Letter supporting such amended Redemption Basis Schedule and (y) allow the Trust LFCM reasonable access to the appropriate representatives at Lazard and its Subsidiaries, Lazard Group and the Advisory Firm in connection with its review of such schedule. The amended Redemption Basis Schedule shall become final and binding on the parties unless the TrustLFCM, within 60 30 calendar days after receiving such amended Redemption Basis Schedule, provides the Ltd Exchanging Subsidiaries with notice of a material objection to such amended Redemption Basis Schedule made in good faith. If the parties, negotiating in good faith, are unable to successfully resolve the issues raised in such notice within 120 60 calendar days after such amended Redemption Basis Schedule was delivered to the TrustLFCM, the Ltd Exchanging Subsidiaries and the Trust LFCM shall employ the Reconciliation Procedures.

Appears in 2 contracts

Samples: Tax Receivable Agreement (Lazard LTD), Tax Receivable Agreement (Lazard LTD)

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Amended Redemption Basis Schedule. The Redemption Basis Schedule may be amended from time to time by the Ltd Exchanging Subsidiaries with the consent of the Audit Committee (i) in connection with a Determination or Determination, (ii) to correct inaccuracies to the original Redemption Basis Schedule identified after the Redemption Date as a result of the receipt of additional information relating to facts or circumstances on or prior to the Redemption DateDate or (iii) to comply with the expert’s determination under the Reconciliation Procedures. At the time the Ltd Exchanging Subsidiaries deliver such amended Redemption Basis Schedule to the Trust, LFCM they shall (x) deliver to the Trust LFCM schedules and work papers providing reasonable detail regarding the preparation of the amended Redemption Basis Schedule and an Advisory Firm Letter supporting such amended Redemption Basis Schedule and (y) allow the Trust LFCM reasonable access to the appropriate representatives at Lazard and its Subsidiaries, Lazard Group and the Advisory Firm in connection with its review of such schedule. The amended Redemption Basis Schedule shall become final and binding on the parties unless the TrustLFCM, within 60 30 calendar days after receiving such amended Redemption Basis Schedule, provides the Ltd Exchanging Subsidiaries with notice of a material objection to such amended Redemption Basis Schedule made in good faith. If the parties, negotiating in good faith, are unable to successfully resolve the issues is- sues raised in such notice within 120 60 calendar days after such amended Redemption Basis Schedule was delivered to the TrustLFCM, the Ltd Exchanging Subsidiaries and the Trust LFCM shall employ the Reconciliation Procedures.

Appears in 1 contract

Samples: Tax Receivable Agreement (Lazard LTD)

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