Print Page     Close Window     

SEC Filings

S-1/A
JONES LANG LASALLE INC filed this Form S-1/A on 07/15/1997
Entire Document
 
<PAGE>
 
          7.3  Waiver.  Execution of this Agreement shall constitute the waiver
of each Purchaser of any restrictions or prohibitions on the consummation of the
Exchange or of any of the other transactions contemplated hereby (including
restrictions on the transfer by a partner of either limited partnership or
general partnership interests) contained in the partnership agreement pursuant
to which LPL or LPML was formed (as each such agreement is currently in effect).
At or prior to the Closing, the Purchasers shall take any and all actions, and
the general partners of LPL and LPML shall make any filings and notifications
under the laws of any jurisdiction, necessary to effect such waivers.

          7.4  Amendment, Extension and Waiver Entire Agreement.  At any time
prior to the Closing Date, the Company and the Purchasers may (a) amend this
Agreement, (b) extend the time for the performance of any of the obligations or
other acts of the parties hereto, (c) waive any inaccuracies in the
representations and warranties contained herein or in any document delivered
pursuant hereto and (d) waive compliance with any of the agreements or
conditions contained herein. This Agreement may not be amended except by an
instrument in writing signed on behalf of each of the parties hereto. Any
agreement on the part of a party hereto to any extension or waiver under this
Section 7.4 shall be valid only if set forth in an instrument in writing signed
on behalf of such party. Except with respect to the Registration Rights
Agreement, this Agreement constitutes the entire agreement between the parties
and supersedes and cancels any and all prior agreements between the partes
relating to the subject matter hereof.

          7.5  Termination of Agreement.  This Agreement may be terminated at
any time prior to the Closing:

               (a)  by mutual consent of the parties hereto; and

               (b)  by the Corporation or any of the Purchasers if the Closing
does not occur on or before November 15, 1997; provided that neither the
Corporation nor any Purchaser shall be entitled to terminate this Agreement
pursuant to this Section 7.5(b) if such party's knowing or willful breach of
this Agreement has prevented the consummation of the transactions contemplated
hereby.

          7.6  Notices.  All notices, requests, demands and other communications
made under or by reason of the provisions of this Agreement will be in writing
and will be given by hand-delivery, certified or registered mail, return receipt
requested, telex, telecopier (with a copy also sent by hand delivery or air

                                       8


© Copyright Jones Lang LaSalle, IP, Inc.