STANDSTILL AGREEMENTStandstill Agreement • March 20th, 2018 • Mutualfirst Financial Inc • State commercial banks • Maryland
This Standstill Agreement (this "Agreement") is made by and between MutualFirst Financial, Inc. ("MutualFirst") on the one hand, and Ancora Advisors, LLC, the Ancora Trust, the Ancora Income Fund, Ancora Equity Fund, Ancora Special Opportunity Fund, Ancora/Thelen Small-Mid Cap Fund, Ancora MicroCap Fund, Merline Partners, AAMAF LP, Birchwald Partners LP, Ancora Catalyst Fund LP, Pondfield LP, Ancora Greater China Fund LP, Ancora Family of Mutual Funds, Employees of Ancora Advisors LLC and Owners of Ancora Advisors LLC, Frederick DiSanto and James Bernard (collectively, the "Ancora Parties"), on the other hand, on behalf of themselves and their respective affiliates (MutualFirst and the Ancora Parties together, collectively, the "Parties"). In consideration of the covenants, promises and undertakings set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:
