Common use of Amended Schedule Clause in Contracts

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation (i) in connection with a Determination affecting such Schedule, (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was provided to the Existing Stockholders Representative, (iii) to comply with the Expert’s determination under the Reconciliation Procedures, (iv) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year, or (v) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year, in each case with respect to any Taxable Entity (such Schedule, an “Amended Schedule”); provided, however, that an amendment under clause (i) attributable to an audit of a Tax Return by an applicable Taxing Authority shall not be made on an Amended Schedule unless and until there has been a Determination with respect to such change. The Corporation shall provide any Amended Schedule to the Existing Stockholders Representative within thirty (30) calendar days of the occurrence of an event referred to in clauses (i) through (v) of the preceding sentence, and any such Amended Schedule shall be subject to approval procedures similar to those described in Section 2.03(a).

Appears in 3 contracts

Samples: Income Tax Receivable Agreement (AdvancePierre Foods Holdings, Inc.), Income Tax Receivable Agreement (AdvancePierre Foods Holdings, Inc.), Income Tax Receivable Agreement (AdvancePierre Foods Holdings, Inc.)

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Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation (i) in connection with a Determination affecting such Schedule, (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was provided to the Existing Stockholders RepresentativeLimited Partner, (iii) to comply with the Expert’s determination under the Reconciliation Procedures, (iv) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year, or (v) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year, in each case with respect or (vi) to any Taxable Entity adjust the Basis Adjustment Schedule to take into account payments made pursuant to this Agreement (such Schedule, an “Amended Schedule”); provided, however, that an amendment such a change under clause (i) attributable to an audit of a Tax Return by an applicable Taxing Authority shall not be made taken into account on an Amended Schedule unless and until there has been a Determination with respect to such change. The Corporation shall provide any Amended Schedule to the Existing Stockholders Representative Limited Partner within thirty (30) calendar days of the occurrence of an event referred to in clauses (i) through (vvi) of the preceding sentence, and any such Amended Schedule shall be subject to approval procedures similar to those described in Section 2.03(a2.04(a).

Appears in 3 contracts

Samples: Tax Receivable Agreement (Virgin Mobile USA, Inc.), Tax Receivable Agreement (Virgin Mobile USA, Inc.), Tax Receivable Agreement (Virgin Mobile USA, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation (i) in connection with a Determination affecting such Schedule, (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was provided to the Existing Stockholders Representative, (iii) to comply with the Expert’s determination under the Reconciliation Procedures, or (iv) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year, or (v) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year, in each case with respect to any Taxable Entity (such amended Schedule, an “Amended Schedule”); provided, however, that an amendment such a change under clause (i) attributable to an audit of a Tax Return by an applicable Taxing Authority shall not be made taken into account on an Amended Schedule unless and until there has been a Determination with respect to such change. The Corporation shall provide any Amended Schedule to the Existing Stockholders Representative within thirty (30) calendar days of the occurrence of an event referred to in clauses (i) through (viv) of the preceding sentence, and any such Amended Schedule shall be subject to the approval procedures similar to those described in Section 2.03(a2.3(a).

Appears in 3 contracts

Samples: Income Tax Receivable Agreement (Sun Country Airlines Holdings, Inc.), Income Tax Receivable Agreement (Sun Country Airlines Holdings, Inc.), Income Tax Receivable Agreement (Sun Country Airlines Holdings, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may shall, except as otherwise approved by the TRA Representative, be amended from time to time by the Corporation (i) in connection with a Determination affecting such Schedule, (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was provided to the Existing Stockholders TRA Representative, (iii) to comply with the Expert’s determination under the Reconciliation Procedures, or (iv) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax item to such Taxable Year, or (v) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year, in each case with respect to any Taxable Entity Corporate Taxpayer (such amended Schedule, an “Amended Schedule”); provided, however, that an amendment such a change under clause (ib) attributable to an audit of a Tax Return by an applicable Taxing Authority shall not be made taken into account on an Amended Schedule unless and until there has been a Determination with respect to such change. The Corporation shall provide any Amended Schedule to the Existing Stockholders TRA Representative within thirty (30) calendar days of the occurrence of an event referred to in clauses (ib) through (vb) of the preceding sentence, and any such Amended Schedule shall be subject to the approval procedures similar to those described in Section 2.03(a2.3(a).

Appears in 2 contracts

Samples: Tax Receivable Agreement (Clarios International Inc.), Tax Receivable Agreement (Clarios International Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation Corporation: (i) in connection with a Determination affecting such Schedule, ; (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was originally provided to the Existing Stockholders TRA Holder Representative, ; (iii) to comply with the an Expert’s determination under the Reconciliation Procedures, Procedures applicable to this Agreement; (iv) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year, or ; (v) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year, in each case with respect ; or (vi) to adjust a Basis Schedule to take into account any Taxable Entity Tax Benefit Payments made pursuant to this Agreement (any such Schedule, an “Amended Schedule”); providedprovided for the avoidance of doubt, however, that an amendment such a change under clause (i) attributable to an audit of a Tax Return by an applicable Taxing Authority shall not be made taken into account on an Amended Schedule unless and until there has been a Determination with respect to such change. The Corporation shall provide any Amended Schedule to the Existing Stockholders TRA Holder Representative (A) within thirty one hundred twenty (30120) calendar days of after the occurrence of an event referred to described in clauses (i) through (v) and (B) together with the delivery of the preceding sentenceTax Benefit Schedule for the year following the occurrence of an event described in clause (vi), and, in each case, the delivery and finalization of any such Amended Schedule shall shall, for the avoidance of doubt, be subject to approval the procedures similar to those described in Section 2.03(a2.4(a).

Appears in 2 contracts

Samples: Tax Receivable Agreement (Falcon's Beyond Global, Inc.), Tax Receivable Agreement (FAST Acquisition Corp. II)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation (i) in connection with a Determination affecting such Schedule, (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was provided to the Existing Stockholders RepresentativeGPC L.P., (iii) to comply with the Expert’s determination under the Reconciliation Procedures, (iv) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year, or (v) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year, in each case with respect or (vi) to any Taxable Entity adjust the Basis Adjustment Schedule to take into account payments made pursuant to this Agreement (such Schedule, an “Amended Schedule”); provided, however, that an amendment such a change under clause (i) attributable to an audit of a Tax Return by an applicable Taxing Authority shall not be made taken into account on an Amended Schedule unless and until there has been a Determination with respect to such change. The Corporation shall provide any Amended Schedule to the Existing Stockholders Representative GPC L.P. within thirty (30) calendar days of the occurrence of an event referred to in clauses (i) through (vvi) of the preceding sentence, and any such Amended Schedule shall be subject to approval procedures similar to those described in Section 2.03(a2.04(a).

Appears in 2 contracts

Samples: Tax Receivable Agreement (Graham Packaging Co Inc.), Income Tax Receivable Agreement (Graham Packaging Co Inc.)

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Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation (i) in connection with a Determination affecting such Schedule, (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was provided to the Existing Stockholders RepresentativeVirgin, (iii) to comply with the Expert’s determination under the Reconciliation Procedures, (iv) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year, or (v) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year, in each case with respect to any Taxable Entity Year (such Schedule, an “Amended Schedule”); provided, however, that an amendment such a change under clause (i) attributable to an audit of a Tax Return by an applicable Taxing Authority shall not be made taken into account on an Amended Schedule unless and until there has been a Determination with respect to such change. The Corporation shall provide any Amended Schedule to the Existing Stockholders Representative Virgin with a copy to VML Tax Department, Virgin Management Limited, 000 Xxxxxxx Xxxx Xxxx, Xxxxxx X0 0XX and to Macfarlanes, 00 Xxxxxxx Xxxxxx, Xxxxxx XX0X 0XX, attn: DAG/HSEB within thirty (30) calendar days of the occurrence of an event referred to in clauses (i) through (v) of the preceding sentence, and any such Amended Schedule shall be subject to approval procedures similar to those described in Section 2.03(a).

Appears in 1 contract

Samples: Tax Receivable Agreement (Virgin Mobile USA, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation (i) in connection with a Determination affecting such Schedule, (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was provided to the Existing Stockholders RepresentativeVirgin, (iii) to comply with the Expert’s determination under the Reconciliation Procedures, (iv) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year, or (v) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year, in each case with respect to any Taxable Entity Year (such Schedule, an “Amended Schedule”); provided, however, that an amendment such a change under clause (i) attributable to an audit of a Tax Return by an applicable Taxing Authority shall not be made taken into account on an Amended Schedule unless and until there has been a Determination with respect to such change. The Corporation shall provide any Amended Schedule to the Existing Stockholders Representative Virgin within thirty (30) calendar days of the occurrence of an event referred to in clauses (i) through (v) of the preceding sentence, and any such Amended Schedule shall be subject to approval procedures similar to those described in Section 2.03(a).

Appears in 1 contract

Samples: Tax Receivable Agreement (Virgin Mobile USA, Inc.)

Amended Schedule. The applicable Schedule for any Taxable Year may be amended from time to time by the Corporation (i) in connection with a Determination affecting such Schedule, (ii) to correct material inaccuracies in the Schedule identified as a result of the receipt of additional factual information relating to a Taxable Year after the date the Schedule was provided to the Existing Stockholders RepresentativeVirgin, (iii) to comply with the Expert’s determination under the Reconciliation Procedures, (iv) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to a carryback or carryforward of a loss or other Tax tax item to such Taxable Year, or (v) to reflect a material change (relative to the amounts in the original Schedule) in the Realized Tax Benefit or Realized Tax Detriment for such Taxable Year attributable to an amended Tax Return filed for such Taxable Year, in each case with respect to any Taxable Entity Year (such Schedule, an “Amended Schedule”); provided, however, that an amendment such a change under clause (i) attributable to an audit of a Tax Return by an applicable Taxing Authority shall not be made taken into account on an Amended Schedule unless and until there has been a Determination with respect to such change. The Corporation shall provide any Amended Schedule to the Existing Stockholders Representative Virgin, with a copy to VML Tax Department, Virgin Management Limited, 000 Xxxxxxx Xxxx Xxxx, Xxxxxx X0 0XX and to Macfarlanes, 00 Xxxxxxx Xxxxxx, Xxxxxx XX0X 0XX, attn: DAG/HSEB, within thirty (30) calendar days of the occurrence of an event referred to in clauses (i) through (v) of the preceding sentence, and any such Amended Schedule shall be subject to approval procedures similar to those described in Section 2.03(a).

Appears in 1 contract

Samples: Tax Receivable Agreement (Virgin Mobile USA, Inc.)

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