Income Tax Receivable Agreement Sample Contracts

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Simply Good Foods Co – INCOME TAX RECEIVABLE AGREEMENT by and Among THE SIMPLY GOOD FOODS COMPANY, ATKINS HOLDINGS, LLC and ROARK CAPITAL ACQUISITION, LLC (Solely in Its Capacity as the Stockholders' Representative). Dated as of July 7, 2017 (July 13th, 2017)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this "Agreement"), dated as of July 7, 2017, is hereby entered into by and among THE SIMPLY GOOD FOODS COMPANY, a Delaware corporation and wholly-owned Subsidiary of Parent (as defined below) ("PubCo"), ATKINS HOLDINGS, LLC and, solely in its capacity as the Stockholders' Representative pursuant to the Merger Agreement, ROARK CAPITAL ACQUISITION, LLC, a Georgia limited liability company (the "Stockholders' Representative").

Surgery Partners, Inc. – Amendment No. 1 to Income Tax Receivable Agreement (May 11th, 2017)

This AMENDMENT NO. 1 TO INCOME TAX RECEIVABLE AGREEMENT (this Amendment), dated as of May 9, 2017, is hereby entered into by and between Surgery Partners, Inc., a Delaware corporation (the Corporation), and H.I.G. Surgery Centers LLC, a Delaware limited liability company (the Stockholders Representative, in its capacity as such).

AdvancePierre Foods Holdings, Inc. – INCOME TAX RECEIVABLE AGREEMENT Dated as of July 20, 2016 (July 25th, 2016)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of July 20, 2016, is hereby entered into by and between AdvancePierre Foods Holdings, Inc., a Delaware corporation (the Corporation), and OCM FIE, LLC, a Delaware limited liability company (the Existing Stockholders Representative).

AdvancePierre Foods Holdings, Inc. – Income Tax Receivable Agreement (June 24th, 2016)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of [*], 2016, is hereby entered into by and among AdvancePierre Foods Holdings, Inc., a Delaware corporation (the Corporation), and OCM FIE, LLC, a Delaware limited liability company (the Existing Stockholders Representative).

AdvancePierre Foods Holdings, Inc. – Form of Income Tax Receivable Agreement (June 15th, 2016)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of [*], 2016, is hereby entered into by and among AdvancePierre Foods Holdings, Inc., a Delaware corporation (the Corporation), and OCM FIE, LLC, a Delaware limited liability company (the Existing Stockholders Representative).

Surgery Partners, Inc. – INCOME TAX RECEIVABLE AGREEMENT Dated as of September 30, 2015 (November 13th, 2015)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this "Agreement"), dated as of September 30, 2015, is hereby entered into by and among Surgery Partners, Inc., a Delaware corporation (the "Corporation"), H.I.G. Surgery Centers LLC, a Delaware limited liability company (the "Stockholders Representative," in its capacity as such), the persons listed on Annex A hereto (each a "Stockholder" and collectively the "Stockholders") and each of the permitted successors and assigns thereto.

Surgery Partners, Inc. – FORM OF INCOME TAX RECEIVABLE AGREEMENT Dated as of [ ], 2015 (August 17th, 2015)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of [ ], 2015, is hereby entered into by and among Surgery Partners, Inc., a Delaware corporation (the Corporation), H.I.G. Surgery Centers, LLC, a Delaware limited liability company (the Stockholders Representative, in its capacity as such), the persons listed on Annex A hereto (each a Stockholder and collectively the Stockholders) and each of the permitted successors and assigns thereto.

Surgery Partners, Inc. – FORM OF INCOME TAX RECEIVABLE AGREEMENT Dated as of [ ], 2015 (August 3rd, 2015)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of [ ], 2015, is hereby entered into by and among Surgery Partners, Inc., a Delaware corporation (the Corporation), H.I.G. Surgery Centers LLC, a Delaware limited liability company (the Stockholders Representative, in its capacity as such), the persons listed on Annex A hereto (each a Stockholder and collectively the Stockholders) and each of the permitted successors and assigns thereto.

El Pollo Loco Holdings, Inc. – INCOME TAX RECEIVABLE AGREEMENT Dated as of July 30, 2014 (November 7th, 2014)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of July 30, 2014, is hereby entered into by and among El Pollo Loco Holdings, Inc., a Delaware corporation (the Corporation), and Trimaran Pollo Partners, L.L.C., a Delaware limited liability company (the Existing Stockholders Representative).

VWR Corp – INCOME TAX RECEIVABLE AGREEMENT Dated as of October 7, 2014 (October 7th, 2014)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of October 7, 2014, is hereby entered into by and among VWR Corporation, a Delaware corporation (the Corporation) and Varietal Distribution Holdings, LLC, a Delaware limited liability company (the Existing Stockholders Representative).

VWR Corp – INCOME TAX RECEIVABLE AGREEMENT Dated as Of (September 17th, 2014)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of [], 2014, is hereby entered into by and among VWR Corporation, a Delaware corporation (the Corporation) and Varietal Distribution Holdings, LLC, a Delaware limited liability company (the Existing Stockholders Representative).

El Pollo Loco Holdings, Inc. – FORM OF INCOME TAX RECEIVABLE AGREEMENT Dated as of [ ], 2014 (July 14th, 2014)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of [ ], 2014, is hereby entered into by and among El Pollo Loco Holdings, Inc., a Delaware corporation (the Corporation), and Trimaran Pollo Partners, L.L.C., a Delaware limited liability company (the Existing Stockholders Representative).

INCOME TAX RECEIVABLE AGREEMENT Dated as of April 23, 2014 Between Sabre Corporation and Sovereign Manager Co-Invest, LLC (April 23rd, 2014)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of April 23, 2014, is hereby entered into by and between Sabre Corporation (formerly known as Sovereign Holdings, Inc.), a Delaware corporation (the Corporation) and Sovereign Manager Co-Invest, LLC, a limited liability company, in its capacity as representative of the Existing Stockholders (the Existing Stockholders Representative).

INCOME TAX RECEIVABLE AGREEMENT Dated as of Between Sabre Corporation and Sovereign Manager Co-Invest, LLC (March 14th, 2014)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of [ ], 2014, is hereby entered into by and between Sabre Corporation (formerly known as Sovereign Holdings, Inc.), a Delaware corporation (the Corporation) and Sovereign Manager Co-Invest, LLC, a limited liability company, in its capacity as representative of the Existing Stockholders (the Existing Stockholders Representative).

Berry Plastics Group Inc. – INCOME TAX RECEIVABLE AGREEMENT Dated as of November 29, 2012 (December 17th, 2012)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this "Agreement"), dated as of November 29, 2012, is hereby entered into by and among Berry Plastics Group, Inc., a Delaware corporation (the "Corporation") and Apollo Management Fund VI, L.P., a limited partnership (the "Existing Stockholders Representative").

Berry Plastics Group Inc. – FORM OF INCOME TAX RECEIVABLE AGREEMENT Dated as Of (September 19th, 2012)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of [], is hereby entered into by and among Berry Plastics Group, Inc., a Delaware corporation (the Corporation) and [], a [Apollo entity] (the Existing Stockholders Representative).

Berry Plastics Group Inc. – FORM OF INCOME TAX RECEIVABLE AGREEMENT Dated as Of (August 17th, 2012)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of [], is hereby entered into by and among Berry Plastics Group, Inc., a Delaware corporation (the Corporation) and [Apollo entity], a [] (the Existing Stockholders Representative).

Berry Plastics Group Inc. – FORM OF INCOME TAX RECEIVABLE AGREEMENT Dated as Of (July 18th, 2012)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of [], is hereby entered into by and among Berry Plastics Group, Inc., a Delaware corporation (the Corporation) and [], a []1 (the Existing Stockholders Representative).

INCOME TAX RECEIVABLE AGREEMENT Dated as of February 10, 2010 (February 17th, 2010)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of February 10, 2010, is hereby entered into by and among Graham Packaging Company Inc., a Delaware corporation (the Corporation, formerly known as BMP/Graham Holdings Corporation or BMP/Graham) and Blackstone Capital Partners III Merchant Banking Fund L.P., a Delaware limited partnership (the Existing Stockholders Representative).

INCOME TAX RECEIVABLE AGREEMENT Dated as of February 10, 2010 (February 17th, 2010)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of February 10, 2010, is hereby entered into by and among Graham Packaging Company Inc., a Delaware corporation (the Corporation, formerly known as BMP/Graham Holdings Corporation) and GPC Holdings, L.P, a Pennsylvania limited partnership (GPC L.P.) (on behalf of the Graham Family Entities (as defined below)).

FORM OF INCOME TAX RECEIVABLE AGREEMENT Dated as of February , 2010 (January 22nd, 2010)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of February , 2010, is hereby entered into by and among Graham Packaging Company Inc., a Delaware corporation (the Corporation, formerly known as BMP/Graham Holdings Corporation) and GPC Holdings, L.P, a Pennsylvania limited partnership (GPC L.P.) (on behalf of the Graham Family Entities (as defined below)).

FORM OF INCOME TAX RECEIVABLE AGREEMENT Dated as of February , 2010 (January 22nd, 2010)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this Agreement), dated as of February , 2010, is hereby entered into by and among Graham Packaging Company Inc., a Delaware corporation (the Corporation, formerly known as BMP/Graham Holdings Corporation or BMP/Graham) and Blackstone Capital Partners III Merchant Banking Fund L.P., a Delaware limited partnership (the Existing Stockholders Representative).