COMPROMISE AND STANDSTILL AGREEMENTCompromise and Standstill Agreement • April 25th, 2011 • Western Investment LLC • Massachusetts
Contract Type FiledApril 25th, 2011 Company JurisdictionThis Compromise and Standstill Agreement (this “Agreement”) is made and entered into effective as of the 25th day of April 2011 by and among Hambrecht & Quist Capital Management LLC (“Hambrecht & Quist”), on the one hand, and Arthur D. Lipson, Western Investment LLC, Western Investment Hedged Partners L.P., Western Investment Activism Partners LLC, Western Investment Total Return Partners L.P., Western Investment Total Return Fund Ltd., Robert Ferguson, Scott Franzblau, Benchmark Plus Institutional Partners, L.L.C., Benchmark Plus Partners, L.L.C. and Benchmark Plus Management, L.L.C., on the other hand. Mr. Lipson, Western Investment LLC, Western Investment Hedged Partners L.P., Western Investment Activism Partners LLC, Western Investment Total Return Partners L.P., Western Investment Total Return Fund Ltd., Mr. Ferguson, Mr. Franzblau, Benchmark Plus Institutional Partners, L.L.C., Benchmark Plus Partners, L.L.C., and Benchmark Plus Management, L.L.C., and each of their officers, dir