Exhibit 99.1
YONKERS FINANCIAL CORPORATION LETTERHEAD
LIMITED WAIVER AGREEMENT
November 13, 2001
Xxxxxx Xxxxxxxx
Xxxxx Investors, L..P.
00 Xxxxxx Xxxx Xxxx
Xxxxx Xxxx, Xxx Xxxx 00000
Dear Xx. Xxxxxxxx:
As you are aware, Atlantic Bank has requested that Xxxxx Investors,
L.P. execute the attached Voting Agreement in connection with its proposed
merger with Yonkers Financial Corporation (the "Company"). You have indicated
the willingness of Xxxxx Investors, L.P. to execute such Voting Agreement if the
Company agrees to waive such provisions of its Standstill Agreement (the
"Standstill Agreement") dated January 14, 2000 with Xxxxx Investors, L.P. as may
be required to enable it to perform its obligations under the Voting Agreement.
The Board of Directors believes that it is in the best interests of the
Company's shareholders for Xxxxx Investors, L.P. to enter into the Voting
Agreement and therefore agrees to waive its rights under the Standstill
Agreement for the limited purpose of enabling, and only to the extent necessary
for, Xxxxx Investors, L.P. to enter into and perform its obligations under the
Voting Agreement. This limited waiver shall be effective upon the effectiveness
of the Voting Agreement and shall terminate upon the termination of the Voting
Agreement.
Sincerely,
YONKERS FINANCIAL CORPORATION
By: _____________________
Xxxxxxx X. Xxxxxxxxxx
President
Date: November 13, 2001
AGREED AND ACCEPTED:
XXXXX INVESTORS L.P.
By: Georgetown Partners, Inc.
By: _____________________
Xxxxxx Xxxxxxxx
Senior Vice President
Date: November 13, 2001
