ELECTION AND NOMINATION AGREEMENTElection and Nomination Agreement • June 3rd, 2016 • Wynnefield Partners Small Cap Value Lp • Fabricated plate work (boiler shops) • Delaware
This Election and Nomination Agreement (this “Agreement”), dated June 1, 2016, and effective May 25, 2016 (the “Effective Date”), is by and among (i) Wynnefield Partners Small Cap Value, L.P., Wynnefield Partners Small Cap Value, L.P. I, Wynnefield Small Cap Value Offshore Fund, Ltd., Wynnefield Capital, Inc. Profit Sharing & Money Purchase Plan, Wynnefield Capital Management, LLC, Wynnefield Capital, Inc. (collectively, the “Shareholder Parties” and each individually, a “member” of the Shareholder Parties) and (ii) Global Power Equipment Group Inc. (the “Company”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in Section 20.
