SETTLEMENT AND STANDSTILL AGREEMENTSettlement and Standstill Agreement • October 7th, 2011 • Wynnefield Partners Small Cap Value Lp • Aircraft parts & auxiliary equipment, nec • Delaware
This AGREEMENT, dated as of October 5, 2011 (this “Agreement”), is entered into by and between Breeze-Eastern Corporation, a Delaware corporation (the “Company”), on the one hand and Wynnefield Partners Small Cap Value, L.P., Wynnefield Small Cap Value Offshore Fund, Ltd, Wynnefield Partners Small Cap Value L.P.I, Channel Partnership II, L.P., Wynnefield Capital Management, LLC, and Wynnefield Capital, Inc. (together, the "Wynnefield Parties"), on the other hand. The Company and the Wynnefield Parties, are collectively referred to as the “Parties” and each a “Party”.
