Class A Representative definition

Class A Representative means the entity appointed pursuant to the Kaanapali Land Company Agreement to act as the representative of the Class A Shares. The initial Class A Representative shall be Bank One Trust Company, N.A. or another institution reasonably acceptable to Kaanapali Land and the Indenture Trustee.
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Class A Representative means GS Capital Partners V Fund, L.P., or such other Person as is designated in writing from time to time by the holders of a majority of the voting power of the Class A Common Stock then held by the Investor Shareholders.
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Class A Representative shall have the meaning set forth in the LLC Agreement.
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Examples of Class A Representative in a sentence

  • The Class A Representative shall be entitled to reasonable access to the books and records of Kaanapali Land and to an annual meeting with the manager of Kaanapali Land and its executive team to review the operations of Kaanapali Land.

  • The position of the Class A Representative shall terminate on the earlier of the fifth anniversary of the Effective Date or at such time as the number of outstanding Class A Shares is less than 5% of the total outstanding shares of Kaanapali Land as of the Effective Date.

  • Under the terms of the Kaanapali Land Company Agreement, Bank One Trust Company, N.A. or another institution reasonably acceptable to both Kaanapali Land and Bank One Trust Company, N.A., shall be appointed as the Class A Representative.

  • Kaanapali Land shall deliver to the Class A Representative copies of all reports filed by Kaanapali Land with the Securities and Exchange Commission (including, without limitation, its annual and quarterly financial reports).

  • Without the consent of the Class A Representative, Kaanapali Land shall not incur any indebtedness from the Class B shareholders or their affiliates if, immediately after giving effect to the incurrence of such indebtedness and the application of the proceeds thereof, there would be in excess of $25 million in aggregate principal indebtedness from the Class B shareholders or their affiliates if and for so long as there is a Class A Representative.

  • On or immediately following the Effective Date and pursuant to the Kaanapali Land Merger Agreement, the Kaanapali Land Company Agreement, as amended and restated in its entirety as required by the Kaanapali Land Merger Agreement, shall be adopted, which, among other things, shall provide certain corporate governance provisions for the benefit of the holders of the Class A Shares and shall provide for the appointment of the Class A Representative.

  • All reasonable fees and expenses of the Class A Representative shall be paid by Kaanapali Land.

  • Subject to the preceding sentence, if no such Notice of Disagreement is received by the Principal Member within the applicable Review Period, then the applicable WillowTree Financial Information Package shall be deemed to have been accepted by the Class A Representative Member (on behalf of itself and all other holders of Class A Units) and will become final and binding upon the Company and all of its members.

  • Any Director may be removed at any time (with or without cause) by the Principal Member; provided, however, that, for so long as the Class A Representative Member holds at least ten percent (10%) of the Class A Units initially held by the Class A Representative Member, the Class A Directors may only be removed (with or without cause) by the Class A Representative Member.

  • The “late charge” is imposed for the purpose of defraying the expenses of the Lenders incident to handling such defaulting payment.


More Definitions of Class A Representative

Class A Representative means a member of the DirectorCo Board appointed by AT&T or the Affiliate of AT&T that is a member of DirectorCo.
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Class A Representative means, initially, American Express Tax and Business Services, Inc. or any other Person selected pursuant to SECTION 4.5 hereof and who shall serve as a successor Class A Representative.
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Related to Class A Representative

  • authorized LEA representative means a LEA administrator designated to be responsible for NPS/A. It is understood, a representative of the Special Education Plan Local Area (SELPA) of which the LEA is a member is an authorized LEA representative in collaboration with the LEA. The LEA maintains sole responsibility for the contract, unless otherwise specified in the contract.

  • Union Representative means a representative from the Union authorized by the Union to act on behalf of an Employee.

  • Note Holder Representative means a Controlling Note Holder Representative or a Non-Controlling Note Holder Representative, as applicable.

  • Principal representative means a senior official of the United States Government serving in a foreign country who has been designated by the Secretary of State as occupying a position of such importance that the Government should defray the unusual expenses incident to the operation and maintenance of his/her official residence.

  • Engineer-in-charge representative means any officer of the Authority nominated by the Engineer-in-charge for day to day supervision, checking, taking measurement, checking bills, ensuring quality control, inspecting works and other related works for completion of the project.

  • Companion Loan Holder Representative With respect to each Serviced Companion Loan, any representative appointed by the related Companion Loan Holder.

  • Non-Lead Note Holder Representative shall have the meaning assigned to such term in Section 6(c).

  • Controlling Noteholder Representative shall have the meaning assigned to such term in Section 6(a).

  • Holder Representative has the meaning specified in Section 11.1.

  • Investor Representative has the meaning assigned to such term in Section 2.1(a).

  • Project Representative means the individual(s), including but not limited to the Resident Engineer, to whom the Authority Representative has delegated Project responsibilities. If a Project Representative is appointed, the Project Representative represents the Authority Representative on the Project within the limits of that delegation with respect to any part of the Work.

  • In a representative capacity means acting as:

  • Holders’ Representative means the representative of the Holders named in the preamble, until a successor Holders’ Representative shall have become such pursuant to the applicable provisions of this Agreement, and thereafter “Holders’ Representative” shall mean such successor Holders’ Representative.

  • Class A-2 Noteholders means the Class A-2a Noteholders and the Class A-2b Noteholders.

  • Collateral Representative (i) in respect of the ABL/Term Loan Intercreditor Agreement, the ABL Collateral Representative (as defined therein) and the Term Loan Collateral Representative (as defined therein), (ii) if any Junior Lien Intercreditor Agreement is then in effect, the Senior Priority Representative (as defined therein) and (iii) if any Other Intercreditor Agreement is then in effect, the Person acting as representative for the Collateral Agent and the Secured Parties thereunder for the applicable purpose contemplated by this Agreement and the Guarantee and Collateral Agreement.

  • Controlling Note Holder Representative shall have the meaning assigned to such term in Section 6(a).

  • Class A-2 Noteholder means the Person in whose name a Class A-2 Note is registered on the Note Register.

  • Designated Senior Representative means (i) if at any time there is only one Senior Representative for a Senior Facility with respect to which the Discharge of Senior Obligations has not occurred, such Senior Representative and (ii) at any time when clause (i) does not apply, the Applicable Authorized Representative (as defined in the First Lien Intercreditor Agreement) at such time.

  • Non-Lead Securitization Noteholder Representative shall have the meaning assigned to such term in the definition of “Non-Lead Securitization Noteholder”.

  • Appointed Representative has the meaning set forth in Section 10.1.

  • Authorized City Representative means the Mayor, the City Manager or such other Person at the time designated to act on behalf of the City as evidenced by written certificate furnished to the Developer and the Trustee containing the specimen signature of such Person and signed on behalf of the City by its Mayor or City Manager. Such certificate may designate an alternate or alternates, each of whom may perform all duties of the Authorized City Representative.

  • Management Representative means an individual designated to hear grievances on behalf of the University.

  • District Representative means the Superintendent of the District, or any other person authorized by the Governing Board of the District to act on behalf of the District under or with respect to this Facilities Lease.

  • Estate Representative means an executor, an administrator, an administrator with the will annexed, a liquidator, or an estate trustee with a will or without a will, whether one or more than one is so appointed;

  • Owner Representative means that Person or Persons designated by Owner in a written notice to Contractor who shall have complete authority to act on behalf of Owner on all matters pertaining to the Work, including giving instructions and making changes in the Work. The Owner Representative as of the Contract Date is designated in Section 4.9.

  • Class A-1 Noteholders Interest Carryover Shortfall” means, with respect to any Payment Date, the excess of the Class A-1 Noteholders’ Monthly Accrued Interest for the preceding Payment Date and any outstanding Class A-1 Noteholders’ Interest Carryover Shortfall on such preceding Payment Date, over the amount in respect of interest that is actually paid to Holders of Class A-1 Notes on such preceding Payment Date, plus interest on the amount of interest due but not paid to Holders of Class A-1 Notes on the preceding Payment Date, to the extent permitted by law, at the Class A-1 Interest Rate for the related Interest Period.