WHG definition
Examples of WHG in a sentence
If the Participant’s employment with WHG is terminated before the Stated Vesting Date by reason of Participant’s Disability, then the Committee, acting in its discretion, may determine that some or all of the disabled Participant’s Account will become vested and payable (as opposed to being forfeited) and, to the extent vesting is so accelerated, the date of the Participant’s termination of employment will be deemed to be an Accelerated Vesting Date for the purposes hereof.
If Participant’s employment with WHG terminates before the Stated Vesting Date (or before an Accelerated Vesting Date, as described below), the Participant will forfeit the entire Account balance and will have no further rights under or in respect of this Agreement, except where vesting terms that are more favorable to the Participant are specified elsewhere in this Agreement, in the employment agreement between Westwood Holdings Group, Inc.
If Participant’s employment with WHG terminates before the Stated Vesting Date by reason of Participant’s death, then, at the time of such termination (the “Accelerated Vesting Date”), Participant’s Account will become fully vested and non-forfeitable.
Neither WHG nor any WHG Subsidiary has consented to or entered into any currently effective Regulatory Agreement, except as set forth in WHG DISCLOSURE SCHEDULE 3.11.
WHG and the WHG Subsidiaries are members of the same affiliated group within the meaning of Code Section 1504(a).
Except as set forth in WHG DISCLOSURE SCHEDULE 3.08(b), no such agreement, plan, contract, or arrangement (x) provides for acceleration in the vesting of benefits or payments due thereunder upon the occurrence of a change in ownership or control of WHG or any WHG Subsidiary or upon the occurrence of a subsequent event; or (y) requires WHG or any WHG Subsidiary to provide a benefit in the form of WHG Common Stock or determined by reference to the value of WHG Common Stock.
Except as set forth in WHG DISCLOSURE SCHEDULE 3.08(b), none of the employees (including officers) of WHG or any WHG Subsidiary, possess the right to terminate their employment and receive or be paid (or cause WHG or any WHG Subsidiary to accrue on their behalf) benefits solely as a result of the execution of this Agreement or the consummation of the transactions contemplated thereby.
Except as disclosed in WHG DISCLOSURE SCHEDULE 3.17, all such transactions (a) were made in the ordinary course of business, (b) were made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with other Persons, and (c) did not involve more than the normal risk of collectibility or present other unfavorable features.
Thereafter, each holder of a Certificate formerly representing shares of WHG Common Stock may surrender such Certificate to Baltimore County Bank and (subject to applicable abandoned property, escheat and similar laws) receive in consideration therefor the Merger Consideration multiplied by the number of shares of WHG Common Stock formerly represented by such Certificate, without any interest or dividends thereon.
WHG shall have delivered to BCSB a certificate, dated the Closing Date and signed, without personal liability, by its chairman of the board or president, to the effect that the conditions set forth in subsections (a) through (g) of this Section 6.02 have been satisfied.