TERMINATION OF MEMORANDUM OF HOTEL GROUND LEASE AND SHORT FORM OF SECOND AMENDED AND RESTATED HOTEL GROUND LEASETermination of Memorandum of Hotel Ground Lease and Short Form of Second Amended and Restated Hotel Ground Lease • May 9th, 2007 • Maui Land & Pineapple Co Inc • Canned, fruits, veg, preserves, jams & jellies
THIS TERMINATION OF MEMORANDUM OF HOTEL GROUND LEASE AND SHORT FORM OF SECOND AMENDED AND RESTATED HOTEL GROUND LEASE made as of the 27 day of March, 2007, between W2005 KAPALUA/GENGATE HOTEL REALTY, L.L.C., a Delaware limited liability company (“Lessee”), and MAUI LAND & PINEAPPLE COMPANY, INC., a Hawaii corporation (“Lessor”),
CONFIDENTIAL PORTIONS OF THIS AGREEMENT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934 AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION SALE,...Sale, Purchase and Lease Termination Agreement • May 9th, 2007 • Maui Land & Pineapple Co Inc • Canned, fruits, veg, preserves, jams & jellies • Hawaii
THIS SALE, PURCHASE AND LEASE TERMINATION AGREEMENT (this “Agreement”), entered into as of the 28th day of March, 2007, by and among MAUI LAND & PINEAPPLE COMPANY, INC., a Hawaii corporation (“Seller”), W2005 KAPALUA/GENGATE HOTEL REALTY, L.L.C., a Delaware limited liability company (“Purchaser”), and W2005 KAPALUA/GENGATE HOTEL HOLDINGS, L.L.C., a Delaware limited liability company (the “Company”).
CONFIDENTIAL PORTIONS OF THIS AGREEMENT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934 AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION SECOND...Limited Liability Company Agreement • May 9th, 2007 • Maui Land & Pineapple Co Inc • Canned, fruits, veg, preserves, jams & jellies • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT, dated as of March 28, 2007, by and between the following members of W2005 Kapalua/Gengate Hotel Holdings, L.L.C. (the “Company”): (i) Whitehall Street Global Real Estate Limited Partnership 2005, a Delaware limited partnership (“Whitehall Street”); (ii) Whitehall Street Global Employee Fund 2005, L.P., a Delaware limited partnership (“Whitehall Employee Fund”); (iii) Gengate Kapalua Holdings GP, LLC, a Delaware limited liability company (“GHGP”) (iv) Gengate Kapalua Holdings, LLC, a Delaware limited liability company (“GKH”); and (v) MLP RCK, LLC, a Hawaii limited liability company (“MLPC”).
