Examples of WPG Group in a sentence
In the event that WPG or any other member of the WPG Group seeks to terminate substantially all of the Property Management Agreements and Property Development Agreements (taken together as a whole), WPG shall notify SPG LP and the Parties shall thereafter consult with each other to determine whether any SPG employees shall become WPG employees in connection with such termination.
WPG shall not make, and shall not permit any member of the WPG Group to make, any claim or demand, or commence any Action asserting any claim or demand, including any claim of contribution or any indemnification, against SPG or any other member of the SPG Group, or any other Person released pursuant to Section 4.1(a), with respect to any Liabilities released pursuant to Section 4.1(a).
WPG will cause to be performed, and hereby guarantees the performance of, all actions, agreements and obligations set forth in this Agreement or in any Ancillary Agreement to be performed by any member of the WPG Group.
The applicable members of the WPG Group shall accept, assume and agree faithfully to perform, discharge and fulfill all of the WPG Liabilities in accordance with their respective terms.
SPG hereby waives compliance by each and every member of the WPG Group with the requirements and provisions of any “bulk-sale” or “bulk-transfer” Laws of any jurisdiction that may otherwise be applicable with respect to the transfer or sale of any or all of the SPG Assets to any member of the SPG Group.
WPG, WPG LP and each member of the WPG Group hereby waives compliance by each and every member of the SPG Group with the requirements and provisions of any “bulk-sale” or “bulk-transfer” Laws of any jurisdiction that may otherwise be applicable with respect to the transfer or sale of any or all of the WPG Assets to any member of the WPG Group.
SPG’s disclosure controls and procedures and internal control over financial reporting (as each is contemplated by the Exchange Act) are currently applicable to the WPG Group insofar as the members of the WPG Group are Subsidiaries of SPG.
SPG shall not make, and shall not permit any other member of the SPG Group to make, any claim or demand, or commence any Action asserting any claim or demand, including any claim of contribution or any indemnification against WPG or any other member of the WPG Group, or any other Person released pursuant to Section 4.1(b), with respect to any Liabilities released pursuant to Section 4.1(b).
WPG Group Employees who are terminated in connection with the Distribution prior to, on, or within eighteen (18) months following, the Effective Time shall be entitled to receive severance benefits that are no less favorable than the severance benefits provided under the terms of the SPG Severance Benefits Program in effect as of the applicable termination of employment or, if earlier, the Effective Time; provided, however, that such severance benefits shall not result in the duplication of benefits.
If and when any such consent, substitution, approval, amendment or release shall be obtained or the Unreleased WPG Liabilities shall otherwise become assignable or able to be novated, SPG shall promptly assign, or cause to be assigned, and WPG or the applicable WPG Group member shall assume, such Unreleased WPG Liabilities without exchange of further consideration.