TRA Holders definition

TRA Holders is defined in the preamble to this Agreement.

TRA Holders means the OpCo Unitholders (other than Nerdy Inc.) that are a party to the Tax Receivable Agreement (and their respective successors and permitted assigns under the Tax Receivable Agreement);

TRA Holders means the Blocker Holders and the Non-Blocker Holders.

Examples of TRA Holders in a sentence

• It is also intended that the provisions of this Agreement will result in 85% of the Cumulative Net Realized Tax Benefit, and the Accrued Amount thereon, being paid to the TRA Holders pursuant to this Agreement.

• The Mercury TRA is recorded at fair value based on estimates of discounted future cash flows associated with the estimated payments to the Mercury TRA Holders.

• Pursuant to the Tax Receivable Agreement, among other things, the Company is required to pay to the TRA Holders 85% of certain of the Company’s realized (or in certain cases deemed realized) tax savings as a result of certain tax benefits related to the transactions contemplated by the Merger Agreement and future exchanges of Class B Units for Class A Common Stock or cash.

• Notwithstanding the foregoing, in the event that the Corporate Taxpayer breaches this Agreement, if the Majority TRA Holders do not elect to treat such breach as an Early Termination pursuant to this Section 4.3(a), the TRA Holders shall be entitled to seek specific performance of the terms hereof.

• Any Dispute as to the interpretation of, or calculations required by, this Agreement shall be resolved by the Corporation in its sole discretion; provided, that such resolution shall reflect a reasonable interpretation of the provisions of this Agreement, consistent with the goal that the provisions of this Agreement result in the TRA Holders receiving eighty-five percent (85%) of the Cumulative Net Realized Tax Benefit and the Additional Amount thereon.

More Definitions of TRA Holders

TRA Holders is defined in the recitals to this Agreement.

TRA Holders means the OpCo Unitholders (other than Vacasa, Inc.) and the owners of the Blockers (prior to the Business Combination) that are a party to the Tax Receivable Agreement (and their respective successors and permitted assigns under the Tax Receivable Agreement);

TRA Holders has the meaning set forth in the Tax Receivable Agreement.

TRA Holders means MLSH 1, MLSH 2 and each of their respective successors and permitted assigns pursuant to Section 7.6.

TRA Holders means Crestview Partners II SES Investment B, LLC and its successors and permitted assigns pursuant to Section 7.6(a).

TRA Holders means CF OMS, Blocker Owner and their respective successors and assigns pursuant to Section 7.7(a).

TRA Holders means Seller and Blocker Seller.