Indemnification by WPC Clause Samples

Indemnification by WPC. Except as provided in Section 9.4 and Section 9.5, WPC shall, and, in the case of Section 9.3(a) or Section 9.3(b), shall in addition cause each Appropriate Member of the WPC Group to, indemnify, defend and hold harmless the NLOP Indemnitees from and against any and all Losses of the NLOP Indemnitees relating to, arising out of or resulting from any of the following (without duplication): (a) any WPC Liability, including the failure of any member of the WPC Group or any other Person to pay, perform or otherwise promptly discharge any WPC Liabilities in accordance with their respective terms, whether prior to, at or after the Effective Time; (b) any breach by any member of the WPC Group of any provision of this Agreement or of any of the Ancillary Agreements, subject to any limitations of liability provisions and other provisions applicable to any such breach set forth therein; and (c) any untrue statement or alleged untrue statement of a material fact or omission or alleged omission to state a material fact required to be stated therein or necessary to make the statements therein not misleading, solely with respect to information contained in the Registration Statement or the Information Statement that relates solely to the WPC Assets;