Payment Ordering. If for any reason PubCo does not fully satisfy its payment obligations to make all Tax Benefit Payments due under this Agreement in respect of a particular Taxable Year, then PubCo and the TRA Parties agree that (i) Tax Benefit Payments for such Taxable Year shall be allocated to all parties eligible to receive Tax Benefit Payments under this Agreement in such Taxable Year in proportion to the amounts of Tax Benefit Payments, respectively, that would have been made to each TRA Party if PubCo had sufficient cash available to make such Tax Benefit Payments and (ii) no Tax Benefit Payments shall be made in respect of any Taxable Year until all Tax Benefit Payments to all TRA Parties in respect of all prior Taxable Years have been made in full.
Appears in 2 contracts
Sources: Tax Receivable Agreement (Cardinal Infrastructure Group Inc.), Tax Receivable Agreement (Cardinal Infrastructure Group Inc.)
Payment Ordering. If for any reason PubCo does not fully satisfy its payment obligations to make all Tax Benefit Payments due under this Agreement in respect of a particular Taxable Year, then PubCo and the TRA Parties agree that (i) Tax Benefit Payments for such Taxable Year shall be allocated to all parties eligible to receive for Tax Benefit Payments under this Agreement in such Taxable Year in proportion to the amounts of the Tax Benefit Payments, respectively, Payments that would have been made to each TRA Party if PubCo had sufficient cash available to make such all Tax Benefit Payments due for such Taxable Year and (ii) no Tax Benefit Payments shall be made in respect of any Taxable Year under this Agreement until all Tax Benefit Payments to all TRA Parties in respect of all prior Taxable Years have been made in full.
Appears in 1 contract
Sources: Tax Receivables Agreement (Preston Hollow Community Capital, Inc.)
Payment Ordering. If for any reason PubCo Pubco does not fully satisfy its payment obligations to make all Tax Benefit Payments due under this Agreement in respect of a particular Taxable Year, then PubCo Pubco and the TRA Parties Shareholders agree that (i) Tax Benefit Payments for such Taxable Year year shall be allocated to all parties eligible to receive for Tax Benefit Payments under this Agreement in such Taxable Year in proportion to the amounts of Net Tax Benefit PaymentsBenefit, respectively, that would have been made attributable to each TRA Party Shareholder if PubCo Pubco had sufficient cash available to make such Tax Benefit Payments and (ii) no Tax Benefit Payments shall be made in respect of any Taxable Year until all Tax Benefit Payments to all TRA Parties Shareholders in respect of all prior Taxable Years have been made in full.
Appears in 1 contract
Sources: Merger Agreement (Mudrick Capital Acquisition Corp. II)