TRA Distributions definition
TRA Distributions means, with respect to any annual period for which TRA Payments are payable under a Tax Receivable Agreement, pro rata distributions to each Person who holds Equity Interests of the Borrower, in amounts such that Public Parent receives payments under Section 7.06(f) in respect of such annual period in an aggregate amount equal to the sum of (i) Public Parent’s actual aggregate United States federal, state and local income taxes for such annual period attributable to the taxable income of the Borrower (for the avoidance of doubt, determined by taking into account any adjustments to the tax basis of any assets of the Borrower that arise under Section 743 of the Code or in connection with any transfer of Equity Interests in the Borrower to Public Parent in connection with an IPO), and (ii) any TRA Payments payable by the Public Parent in respect of such annual period or any prior annual period.
Examples of TRA Distributions in a sentence
TRA Distributions shall be treated as advances against subsequent distributions payable to the General Partner pursuant to Section 3.1 or Section 4.1, as the case may be.
To the extent a Tax Withholding Advance of a Member remains outstanding after reduction of the first four Tax Distributions and four TRA Distributions that would have otherwise been made to the Member following the incurrence of the Tax Withholding Advance (treating distributions as reducing Tax Withholding Advances in the order in which they were incurred), the Member shall indemnify and hold harmless the Company for the entire amount of such Tax Withholding Advance that remains outstanding.