Washington Prime Group Inc. Sample Contracts

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • August 2nd, 2019 • Washington Prime Group Inc. • Real estate investment trusts • Ohio

THIS AMENDED AND RESTATED AGREEMENT (the “Agreement”) is made and entered into by and between WASHINGTON PRIME GROUP INC., an Indiana corporation (the “Company”), and LOUIS G. CONFORTI (the “Executive”), as of August 2, 2019 (the “Effective Date”).

Sample 1Sample 2Sample 3See All (8)
AutoNDA by SimpleDocs
WASHINGTON PRIME GROUP INC. EMPLOYEE RESTRICTED STOCK UNIT AWARD AGREEMENT (Louis Conforti)
Employee Restricted Stock Unit Award Agreement • August 2nd, 2019 • Washington Prime Group Inc. • Real estate investment trusts • Ohio

This Restricted Stock Unit Award Agreement (“Agreement”) made as of August 2, 2019 (the “Award Date”) among Washington Prime Group Inc., an Indiana corporation (the “Company”), its subsidiary, Washington Prime Group, L.P., an Indiana limited partnership and the entity through which the Company conducts substantially all of its operations (the “Partnership”), and the individual listed as participant on the signature page hereto (the “Participant”).

Sample 1Sample 2Sample 3See All (7)
EMPLOYMENT AGREEMENT
Employment Agreement • May 7th, 2015 • Washington Prime Group Inc. • Real estate investment trusts • Indiana

THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of February 24, 2015 is entered into between Washington Prime Group Inc., an Indiana corporation (the “Company”), and Farinaz S. Tehrani (“Executive”).

Sample 1Sample 2Sample 3See All (6)
TRANSITION SERVICES AGREEMENT BY AND AMONG SIMON PROPERTY GROUP, INC., SIMON PROPERTY GROUP, L.P., WASHINGTON PRIME GROUP INC. AND WASHINGTON PRIME GROUP, L.P. DATED AS OF May 28, 2014
Transition Services Agreement • May 29th, 2014 • Washington Prime Group Inc. • Operators of nonresidential buildings • Indiana

This Transition Services Agreement (this “Agreement”) is entered into and effective as of May 28, 2014 (the “Effective Date”), by and among Simon Property Group, Inc., a Delaware corporation (“Provider”), Simon Property Group, L.P., Washington Prime Group Inc., an Indiana corporation (“Recipient”), and Washington Prime Group, L.P. Provider and Recipient may each be referred to herein as a “Party,” and are collectively referred to as the “Parties.”

Sample 1Sample 2Sample 3See All (6)
SECOND AMENDMENT TO SEVERANCE BENEFITS AGREEMENT
Severance Benefits Agreement • January 22nd, 2015 • Washington Prime Group Inc. • Real estate investment trusts

THIS SECOND AMENDMENT TO SEVERANCE BENEFITS AGREEMENT (“Amendment”), is made and entered into as of September 16, 2014, by and between WASHINGTON PRIME GROUP INC. (“WPG”) and Michael P. Glimcher (the “Executive”).

Sample 1Sample 2Sample 3See All (5)
WASHINGTON PRIME GROUP, L.P. — and —
Washington Prime Group Inc. • March 26th, 2015 • Real estate investment trusts • New York

INDENTURE, dated as of March 24, 2015 (the “Indenture”), between: WASHINGTON PRIME GROUP, L.P., an Indiana limited partnership (the “Operating Partnership”), having its principal executive office located at 7315 Wisconsin Avenue, Bethesda, Maryland 20814 and U.S. BANK NATIONAL ASSOCIATION, as trustee, registrar, paying agent and transfer agent (the “Trustee,” “Registrar,” “Paying Agent,” and “Transfer Agent,” respectively).

Sample 1Sample 2Sample 3See All (4)
TAX MATTERS AGREEMENT by and among SIMON PROPERTY GROUP, INC., SIMON PROPERTY GROUP, L.P., WASHINGTON PRIME GROUP INC. and WASHINGTON PRIME GROUP, L.P. Dated as of May 28, 2014
Tax Matters Agreement • May 29th, 2014 • Washington Prime Group Inc. • Operators of nonresidential buildings • Indiana

THIS TAX MATTERS AGREEMENT (this “Agreement”), dated as of May 28, 2014 is by and among Simon Property Group, Inc., a Delaware corporation (“SPG”), Simon Property Group, L.P., a Delaware limited partnership (“SPG LP”), Washington Prime Group Inc., an Indiana corporation and a wholly owned subsidiary of SPG (“WPG”) and Washington Prime Group, L.P., an Indiana limited partnership and wholly owned subsidiary of SPG LP (“WPG LP”). Each of SPG, SPG LP, WPG and WPG LP is sometimes referred to herein as a “Party” and, collectively, as the “Parties.”

Sample 1Sample 2
EMPLOYMENT AGREEMENT
Employment Agreement • January 22nd, 2015 • Washington Prime Group Inc. • Real estate investment trusts • Ohio

THIS EMPLOYMENT AGREEMENT (this “Agreement”), dated as of October 13, 2014 is entered into between Washington Prime Group Inc., an Indiana corporation (the “Company”), and Mark E. Yale (“Executive”).

Sample 1Sample 2
SEPARATION AND DISTRIBUTION AGREEMENT BY AND AMONG SIMON PROPERTY GROUP, INC., SIMON PROPERTY GROUP, L.P., WASHINGTON PRIME GROUP INC. AND WASHINGTON PRIME GROUP, L.P. DATED AS OF MAY 27, 2014
Separation and Distribution Agreement • May 29th, 2014 • Washington Prime Group Inc. • Operators of nonresidential buildings • Indiana

This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of May 27, 2014 (this “Agreement”), is by and among Simon Property Group, Inc., a Delaware corporation (“SPG”), Simon Property Group, L.P., a Delaware limited partnership (“SPG LP”), Washington Prime Group Inc., an Indiana corporation (“WPG”), and Washington Prime Group, L.P., an Indiana limited partnership (“WPG LP”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.

Sample 1Sample 2
EMPLOYMENT AGREEMENT
Employment Agreement • January 22nd, 2015 • Washington Prime Group Inc. • Real estate investment trusts • Ohio

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into, as of September 16, 2014, by and between WASHINGTON PRIME GROUP INC., an Indiana corporation (the “Company”), and MICHAEL P. GLIMCHER (the “Executive”).

Sample 1Sample 2
AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF WASHINGTON PRIME GROUP, L.P. May 27, 2014
Limited Partnership Agreement • May 29th, 2014 • Washington Prime Group Inc. • Operators of nonresidential buildings • Indiana

THIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT, dated as of May 27, 2014, is made by and among WASHINGTON PRIME GROUP INC., an Indiana corporation, as general partner (the “General Partner”), and those persons whose names and addresses are set forth on Exhibit A hereto, as limited partners.

Sample 1Sample 2
RESIGNATION AND GENERAL RELEASE
Resignation and General Release • June 24th, 2016 • WP Glimcher Inc. • Real estate investment trusts • Indiana

This Resignation and General Release, dated the 20th of June, 2016 (the “Resignation”), is entered into by and between NILES C. OVERLY (“Overly”), in his individual capacity, as a director and shareholder of WP Glimcher Inc., (the “Company” and, together with Overly, the “Parties”)

Sample 1
WASHINGTON PRIME GROUP INC. EMPLOYEE PERFORMANCE STOCK UNIT AWARD AGREEMENT (Louis Conforti)
Washington Prime • August 2nd, 2019 • Washington Prime Group Inc. • Real estate investment trusts • Ohio

This Performance Stock Unit Award Agreement (“Agreement”) made as of August 2, 2019 (the “Award Date”) among Washington Prime Group Inc., an Indiana corporation (the “Company”), its subsidiary, Washington Prime Group, L.P., an Indiana limited partnership and the entity through which the Company conducts substantially all of its operations (the “Partnership”), and the individual listed as participant on the signature page hereto (the “Participant”).

Sample 1
WP GLIMCHER INC. TRANSITION AND CONSULTING AGREEMENT
Transition and Consulting Agreement • June 2nd, 2015 • WP Glimcher Inc. • Real estate investment trusts • Indiana

THIS TRANSITION AND CONSULTING AGREEMENT (this “Agreement”) dated this 31st day of May, 2015 by and between WP Glimcher Inc., an Indiana corporation (the “Company”), and Mark Ordan (“Ordan”).

Sample 1
EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN SIMON PROPERTY GROUP, INC. SIMON PROPERTY GROUP, L.P. WASHINGTON PRIME GROUP INC. AND WASHINGTON PRIME GROUP, L.P. DATED AS OF MAY 28, 2014 EMPLOYEE MATTERS AGREEMENT
Employee Matters Agreement • May 29th, 2014 • Washington Prime Group Inc. • Operators of nonresidential buildings • Indiana

This EMPLOYEE MATTERS AGREEMENT (the “Agreement”), dated as of May 28, 2014, is by and among SIMON PROPERTY GROUP, INC., a Delaware corporation (“SPG”), SIMON PROPERTY GROUP, L.P., a Delaware limited partnership (“SPG L.P.”), WASHINGTON PRIME GROUP INC., an Indiana corporation (“WPG”) and WASHINGTON PRIME GROUP, L.P., an Indiana partnership (“WPG L.P.” and together with SPG, SPG L.P. and WPG, each a “Party” and collectively, the “Parties”).

Sample 1
SEPARATION AGREEMENT AND GENERAL RELEASE
Separation Agreement and General Release • June 24th, 2016 • WP Glimcher Inc. • Real estate investment trusts • Ohio

This Separation Agreement and General Release, dated the 20th of June, 2016 (the “Agreement”), is entered into by and between MICHAEL GLIMCHER (“Glimcher”) and WP Glimcher Inc. (“WPG” or the “Company”). Together, Glimcher and WPG are sometimes referred to herein collectively as the “Parties.”

Sample 1
WASHINGTON PRIME GROUP, L.P. $250,000,000 3.850% Senior Notes due 2020 REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 26th, 2015 • Washington Prime Group Inc. • Real estate investment trusts • New York

PLEASE FILL IN YOUR NAME AND ADDRESS BELOW IF YOU ARE A BROKER-DEALER AND WISH TO RECEIVE 10 ADDITIONAL COPIES OF THE PROSPECTUS AND 10 COPIES OF ANY AMENDMENTS OR SUPPLEMENTS THERETO.

Sample 1
EMPLOYMENT AGREEMENT
Employment Agreement • March 24th, 2014 • SPG SpinCo Subsidiary Inc. • Operators of nonresidential buildings • Indiana

THIS AGREEMENT (the “Agreement”) is made and entered into by and between WASHINGTON PRIME GROUP, INC., an Indiana corporation (the “Company”), and MARK ORDAN (the “Executive”), executed on February 25, 2014 (the “Execution Date”) and effective as of consummation of the distribution (the “Distribution”) of the shares of the Company to the shareholders of Simon Property Group, Inc. (the date of such distribution, the “Effective Date”).

Sample 1
TRANSITION AND CONSULTING AGREEMENT
Transition and Consulting Agreement • January 9th, 2015 • Washington Prime Group Inc. • Real estate investment trusts • Indiana

THIS TRANSITION AND CONSULTING AGREEMENT (this “Agreement”), by and between Washington Prime Group Inc., an Indiana corporation (the “Company”), and Myles H. Minton (“Minton”) is entered into as of January 5, 2015, effective as of December 1, 2014 (the “Effective Time”).

Sample 1
FORM OF INDEMNITY AGREEMENT
Form of Indemnity Agreement • April 21st, 2014 • Washington Prime Group Inc. • Operators of nonresidential buildings • Delaware

THIS INDEMNITY AGREEMENT (“Agreement”) dated as of , 2014, by and between Washington Prime Group Inc., an Indiana corporation (the “Corporation”) and [ ] (“Indemnitee”).

Sample 1
TERM LOAN AGREEMENT
Term Loan Agreement • June 5th, 2015 • WP Glimcher Inc. • Real estate investment trusts • New York

This Term Loan Agreement, dated as of June 4, 2015 (as amended, supplemented or modified from time to time, the “Agreement”), is entered into among WASHINGTON PRIME GROUP, L.P., the institutions from time to time parties hereto as Lenders, whether by execution of this Agreement or an Assignment and Acceptance, the institutions from time to time a party hereto as Co-Agents, whether by execution of this Agreement or an Assignment and Acceptance, BANK OF AMERICA, N.A., as Administrative Agent, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED OR ITS AFFILIATES, as joint lead arranger and joint bookrunner, the other financial institutions listed on the cover page to this Agreement as “Joint Lead Arrangers”, as joint lead arrangers and joint bookrunners, the financial institutions listed on the cover page to this Agreement as “Co-Documentation Agents”, as Co-Documentation Agents, the financial institutions listed on the cover page to this Agreement as “Co-Syndication Agents”, as Co-Syndica

Sample 1
WASHINGTON PRIME GROUP SERIES 2014 INDUCEMENT LTIP UNIT AWARD AGREEMENT
Series 2014 Inducement Ltip Unit Award Agreement • June 27th, 2014 • Washington Prime Group Inc. • Operators of nonresidential buildings • Indiana

This Series 2014 LTIP Unit Inducement Award Agreement (“Agreement”) made as of June 25, 2014 (the “Award Date”) among Washington Prime Group Inc., an Indiana corporation (the “Company”), its subsidiary, Washington Prime Group, L.P., an Indiana limited partnership and the entity through which the Company conducts substantially all of its operations (the “Partnership”), and Mark Ordan as the participant (the “Participant”).

Sample 1
AutoNDA by SimpleDocs
PURCHASE, SALE AND ESCROW AGREEMENT AMONG WPG-OC LIMITED PARTNER, LLC, AS SELLER, WPG-OC GENERAL PARTNER, LLC, O’CONNOR MALL PARTNERS, L.P., AS PRIMARY PURCHASER, AND FIDELITY NATIONAL TITLE INSURANCE COMPANY, AS ESCROW AGENT
Purchase, Sale and Escrow Agreement • February 26th, 2015 • Washington Prime Group Inc. • Real estate investment trusts • Delaware

THIS PURCHASE, SALE AND ESCROW AGREEMENT (this “Agreement”), dated as of February 25, 2015 (the “Effective Date”), is made by and among WPG-OC Limited Partner, LLC, a Delaware limited liability company (the “Seller”), WPG-OC General Partner, LLC, a Delaware limited liability company (“WPG”) and O’CONNOR MALL PARTNERS, L.P., a Delaware limited partnership (“Primary Purchaser”), and constitutes (i) a purchase and sale agreement among Seller, WPG, Seller II (as hereinafter defined), WPG II (as hereinafter defined), Primary Purchaser, Parallel Purchaser (as hereinafter defined) and (ii) an escrow agreement among Seller, WPG, Seller II, WPG II, Primary Purchaser, Parallel Purchaser and FIDELITY NATIONAL TITLE INSURANCE COMPANY (“Escrow Agent”), the consent of which appears at the end hereof. Capitalized terms used but not defined in the text of this Agreement shall have the meanings specified in Article 17.

Sample 1
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • January 22nd, 2015 • Washington Prime Group Inc. • Real estate investment trusts

THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”) is made and entered into by and between WASHINGTON PRIME GROUP INC., an Indiana corporation (the “Company”), and C. MARC RICHARDS (“Executive”), executed on November , 2014 (the “Execution Date”).

Sample 1
AMENDMENT NO. 1 TO THE PURCHASE, SALE AND ESCROW AGREEMENT
Joinder Agreement • August 5th, 2015 • WP Glimcher Inc. • Real estate investment trusts

This AMENDMENT NO. 1 (this “Amendment”), dated as of May 29, 2015, to that certain Purchase, Sale and Escrow Agreement (the “Agreement”), dated as of February 25, 2015, by and among WPG-OC LIMITED PARTNER, LLC, a Delaware limited liability company (the “Seller”), WPG-OC GENERAL PARTNER, LLC, a Delaware limited liability company (“WPG”), O’CONNOR MALL PARTNERS, L.P., a Delaware limited partnership (“Primary Purchaser”), and FIDELITY NATIONAL TITLE INSURANCE COMPANY, as escrow agent (“Escrow Agent”), is made and entered into by Seller, WPG, Primary Purchaser and Escrow Agent. Capitalized terms used, but not defined, herein shall have the meanings given to such terms in the Agreement, and all references to Articles and Sections herein are references to Articles and Sections of the Agreement.

Sample 1
WASHINGTON PRIME GROUP, L.P. FORM OF SERIES 2015A LTIP UNIT AWARD AGREEMENT (Form for Executive Officers other than EVP, Legal & Compliance)
Ltip Unit Award Agreement • May 7th, 2015 • Washington Prime Group Inc. • Real estate investment trusts • Indiana

This Series 2015A LTIP Unit Award Agreement (“Agreement”) made as of February 24, 2015 (the “Award Date”) among Washington Prime Group Inc. (d/b/a WP Glimcher), an Indiana corporation (the “Company”), its subsidiary, Washington Prime Group, L.P., an Indiana limited partnership and the entity through which the Company conducts substantially all of its operations (the “Partnership”), and ________________ as the participant (the “Participant”).

Sample 1
364-DAY BRIDGE TERM LOAN AGREEMENT dated as of January 15, 2015 by and among WASHINGTON PRIME GROUP, L.P. THE INSTITUTIONS FROM TIME TO TIME PARTY HERETO AS LENDERS and CITIBANK, N.A., AS ADMINISTRATIVE AGENT and CITIGROUP GLOBAL MARKETS INC. AS LEAD...
364-Day Bridge Term Loan Agreement • January 22nd, 2015 • Washington Prime Group Inc. • Real estate investment trusts • Maryland

This 364-Day Bridge Term Loan Agreement, dated as of January 15, 2015 (as amended, restated, modified or supplemented from time to time, the “Agreement”), is entered into among WASHINGTON PRIME GROUP, L.P., the institutions from time to time a party hereto as Lenders, whether by execution of this Agreement or an Assignment and Acceptance, the institutions from time to time a party hereto as Agents, whether by execution of this Agreement or an Assignment and Acceptance, and CITIBANK, N.A., as Administrative Agent, CITIGROUP GLOBAL MARKETS INC., as Lead Arranger,, the financial institutions listed on the cover page to this Agreement as “Joint Lead Arrangers”, as joint lead arrangers, the financial institutions listed on the cover page to this Agreement as “Joint Bookrunners”, as joint bookrunners, the financial institutions listed on the cover page to this Agreement as “Co-Syndication Agents”, as co-syndication agents and the financial institutions listed on the cover page to this Agreem

Sample 1
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • February 26th, 2015 • Washington Prime Group Inc. • Real estate investment trusts • Maryland

This First Amendment to Purchase and Sale Agreement (this “Amendment”), is made and entered into effective as of this 15th day of January, 2015, by and between Washington Prime Group, L.P., an Indiana limited partnership (the “Seller”), and Simon Property Group, L.P., a Delaware limited partnership (the “Purchaser”).

Sample 1
AMENDMENT NO. 4 TO LIMITED PARTNERSHIP AGREEMENT OF WASHINGTON PRIME GROUP, L.P.
Washington Prime Group Inc. • February 26th, 2015 • Real estate investment trusts • Indiana

This Amendment No. 4 is made effective as of January 14, 2015, by the General Partner and the Limited Partners of Washington Prime Group, L.P., an Indiana limited partnership (the “Partnership”).

Sample 1
PURCHASE, SALE AND ESCROW AGREEMENT AMONG WPG-OC NEW LIMITED PARTNER, LP, AS SELLER, WPG-OC GENERAL PARTNER, LLC, WPG-OC GENERAL PARTNER II, LLC, WPG-OC GENERAL PARTNER III, LLC O’CONNOR MALL PARTNERS, L.P., AS PRIMARY PURCHASER, AND FIDELITY NATIONAL...
Purchase, Sale and Escrow Agreement • November 8th, 2016 • Washington Prime Group Inc. • Real estate investment trusts • Delaware
Sample 1
FORM OF REVOLVING CREDIT AND TERM LOAN AGREEMENT dated as of April , 2014 among WASHINGTON PRIME GROUP, L.P. THE INSTITUTIONS FROM TIME TO TIME PARTY HERETO AS LENDERS and BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT and MERRILL LYNCH, PIERCE,...
Revolving Credit and Term Loan Agreement • April 21st, 2014 • Washington Prime Group Inc. • Operators of nonresidential buildings • New York

This Revolving Credit and Term Loan Agreement, dated as of April , 2014 (as amended, supplemented or modified from time to time, the “Agreement”) is entered into among WASHINGTON PRIME GROUP, L.P., the institutions from time to time a party hereto as Lenders, whether by execution of this Agreement or an Assignment and Acceptance, the institutions from time to time a party hereto as Co-Agents, whether by execution of this Agreement or an Assignment and Acceptance, and BANK OF AMERICA, N.A., as Administrative Agent, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED OR ITS AFFILIATES, as joint lead arranger and joint bookrunner, J.P. MORGAN SECURITIES LLC, as joint lead arranger and joint bookrunner, the financial institutions listed on the cover page to this Agreement as “Joint Lead Arrangers”, as joint lead arrangers and joint bookrunners, the financial institutions listed on the cover page to this Agreement as “Co-Documentation Agents”, as Co-Documentation Agents, JPMORGAN CHASE BANK,

Sample 1
AMENDMENT NO. 1 TO LIMITED PARTNERSHIP AGREEMENT OF WASHINGTON PRIME GROUP, L.P.
Washington Prime Group Inc. • February 26th, 2015 • Real estate investment trusts

This Amendment No. 1 is made effective as of January 14, 2015, by the General Partner and the Limited Partners of Washington Prime Group, L.P., an Indiana limited partnership (the “Partnership”).

Sample 1
WASHINGTON PRIME GROUP NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT
Washington Prime Group • August 8th, 2014 • Washington Prime Group Inc. • Operators of nonresidential buildings • Indiana

This Restricted Stock Unit Award Agreement (“Agreement”) made as of , 2014 (the “Award Date”) among Washington Prime Group Inc., an Indiana corporation (the “Company”), its subsidiary, Washington Prime Group, L.P., an Indiana limited partnership and the entity through which the Company conducts substantially all of its operations (the “Partnership”), and as the participant (the “Participant”).

Sample 1
AMENDMENT NO. 1 TO REVOLVING CREDIT AND TERM LOAN AGREEMENT
Revolving Credit and Term Loan Agreement • October 17th, 2014 • Washington Prime Group Inc. • Real estate investment trusts • New York

This AMENDMENT NO. 1 TO REVOLVING CREDIT AND TERM LOAN AGREEMENT (this “Amendment”) is made as of October 16, 2014, by and among WASHINGTON PRIME GROUP, L.P., an Indiana limited partnership (the “Borrower”), the LENDERS listed on the signature pages hereof and BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent”).

Sample 1
SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2015 • Washington Prime Group Inc. • Real estate investment trusts

THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”) is made and entered into by and between WASHINGTON PRIME GROUP INC. (d/b/a WP Glimcher), an Indiana corporation (the “Company”), and MARK S. ORDAN (the “Executive”), effective as of March 27, 2015 (the “Effective Date”).

Sample 1
Time is Money Join Law Insider Premium to draft better contracts faster.