0001005229-08-000030 Sample Contracts

PRIVILEGED AND CONFIDENTIAL
Change in Control Agreement • November 6th, 2008 • Audubon Europe S a R L • Construction machinery & equip • New York

Columbus McKinnon Corporation (the "Company") considers it essential to the best interests of its stockholders to foster the continuous employment of key management personnel. In this connection, the Board of Directors of the Company (the "Board") recognizes that, as is the case with many publicly held corporations, the possibility of a Change in Control of the Company may exist and that such possibility, and the uncertainty and questions which it may raise among management, may result in the departure or distraction of management personnel to the detriment of the Company and its stockholders.

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