Settlement and Standstill Agreement Sample Contracts

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Settlement and Standstill Agreement
Settlement and Standstill Agreement • July 16th, 2007 • Arbinet Thexchange Inc • Services-business services, nec • Delaware

This SETTLEMENT AND STANDSTILL AGREEMENT, dated as of July 13, 2007 (the “Agreement”), is by and between Arbinet-thexchange, Inc., a Delaware corporation (“Arbinet”), and the individuals and entities listed on Schedule A hereto (collectively, the “Stockholders”).

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement and Standstill Agreement • October 6th, 2011 • Tinicum Capital Partners Ii, L.P. • 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 Tinicum Capital Partners II, L.P. and Tinicum Capital Partners II Parallel Fund, L.P. (together, the "Tinicum Parties"), on the other hand. The Company and the Tinicum Parties, are collectively referred to as the “Parties” and each a “Party”.

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement and Standstill Agreement • March 13th, 2014 • Ardsley Advisory Partners • Services-business services, nec • Delaware

This SETTLEMENT AND STANDSTILL AGREEMENT made and entered into on this 11th day of March 2014 (this “Agreement”) by and among World Energy Solutions, Inc., a Delaware corporation (the “Company”), and the persons identified on Schedule A (collectively, the “Ardsley Group”, and each individually, a “member” of the Ardsley Group) and effective on the date hereof.

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement and Standstill Agreement • May 9th, 2011 • Startek Inc • Services-help supply services • Delaware

This SETTLEMENT AND STANDSTILL AGREEMENT dated May 5, 2011 (this “Agreement”) is by and among the persons listed on Schedule A (collectively, the “Privet Group” and each individually a “member” of the Privet Group) and Startek, Inc. (the “Company”)

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement and Standstill Agreement • October 2nd, 2014 • Blue Calypso, Inc. • Services-educational services • Delaware

This SETTLEMENT AND STANDSTILL AGREEMENT, dated as of September 26, 2014 (this “Agreement”), is entered into by and between Blue Calypso, Inc., a Delaware corporation (the “Company”), on the one hand, and Ronald L. Chez and Individual Retirement Accounts for the benefit of Ronald L. Chez. (together, the "Chez Parties"), on the other hand. The Company and the Chez Parties, are collectively referred to as the “Parties” and each a “Party”.

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement and Standstill Agreement • June 17th, 2004 • Boston Life Sciences Inc /De • Pharmaceutical preparations • Delaware

THIS SETTLEMENT AND STANDSTILL AGREEMENT (this “Agreement”) is made and entered into as of June 15, 2004 by and among (i) Ingalls & Snyder, LLC, a limited liability company organized under the laws of the State of New York, (ii) Ingalls & Snyder Value Partners, L.P., a limited partnership organized under the laws of the State of New York (“ISVP”), (iii) Robert L. Gipson, (iv) Thomas O. Boucher, Jr., (each of (i) - (iv), an “Investor” and collectively, the “Investors”) and (v) Boston Life Sciences, Inc., a corporation organized under the laws of the State of Delaware (the “Company”).

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement and Standstill Agreement • March 2nd, 2012 • Comverge, Inc. • Auto controls for regulating residential & comml environments • Delaware

This SETTLEMENT AND STANDSTILL AGREEMENT dated as of February 27, 2012 (the “Agreement”) is by and among Comverge, Inc. (the “Company”), the persons identified on Schedule A (collectively, the “Ardsley Group” and each individually a “member” of the Ardsley Group) and, solely for purposes of Sections 4(g), 7, 8 and 9, the persons identified on Schedule B (collectively, the “Designee Directors” and each individually a “Designee Director”).

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement and Standstill Agreement • November 29th, 2017 • Rockwell Medical, Inc. • Electromedical & electrotherapeutic apparatus

This Settlement and Standstill Agreement (the “Agreement”), dated November 22, 2017, is entered into by and between Rockwell Medical, Inc. (“Rockwell” or the “Company”), on the one hand, and the persons identified on Appendix A as the “Richmond Group” and the “Ravich Group,” on the other.

Settlement and Standstill Agreement
Settlement and Standstill Agreement • July 16th, 2007 • Arbinet Thexchange Inc • Services-business services, nec • Delaware

This SETTLEMENT AND STANDSTILL AGREEMENT, dated as of July 13, 2007 (the “Agreement”), is by and between Arbinet-thexchange, Inc., a Delaware corporation (“Arbinet”), and the individuals and entities listed on Schedule A hereto (collectively, the “Stockholders”).

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement and Standstill Agreement • November 22nd, 2005 • Vesta Insurance Group Inc • Fire, marine & casualty insurance • Delaware

This AGREEMENT, dated as of November 17, 2005 (this “Agreement”), is by and between Vesta Insurance Group, Inc., a Delaware corporation (“Vesta”), and the entities listed on Schedule A hereto (collectively, the “Newcastle Group” and together with Vesta the “Parties” and each a “Party”).

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement and Standstill Agreement • May 10th, 2004 • Heritage Commerce Corp • State commercial banks • California

This Settlement and Standstill Agreement (this "AGREEMENT") is entered into as of May 5, 2004, by Heritage Commerce Corp, a California corporation (the "COMPANY"), Brad L. Smith ("SMITH") and James "Jim" D'Amico ("D'AMICO"), Arthur "Art" Carmichael, Jr. ("CARMICHAEL"), William "Boots" Del Biaggio, III ("DEL BIAGGIO"), William "Bill" D. Dallas ("DALLAS"), Tracey Enfantino ("ENFANTINO"), Robert W. Peters ("PETERS"), Gary L. Thornhill ("THORNHILL"), Ranson W. Webster ("WEBSTER"), and Norman "Norm" P. Creighton ("CREIGHTON") (collectively, the "PARTICIPANTS"). Except as the context otherwise requires, all capitalized terms shall have the meaning as defined in Section 1.2.

WITNESSETH
Settlement and Standstill Agreement • October 28th, 1998 • Afp Imaging Corp • Photographic equipment & supplies • New York
Settlement and Standstill Agreement
Settlement and Standstill Agreement • July 16th, 2007 • Arbinet Thexchange Inc • Services-business services, nec • Delaware

This SETTLEMENT AND STANDSTILL AGREEMENT, dated as of July 13, 2007 (the “Agreement”), is by and between Arbinet-thexchange, Inc., a Delaware corporation (“Arbinet”), and Robert A. Marmon (the “Stockholder”).

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement and Standstill Agreement • October 5th, 2011 • Breeze-Eastern Corp • 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”.

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement and Standstill Agreement • March 30th, 2006 • Spectrum Sciences & Software Holdings Corp • Services-facilities support management services • New York

This SETTLEMENT AND STANDSTILL AGREEMENT (this “Agreement”) is dated as of November 17, 2005 by and among Spectrum Sciences & Software Holdings Corp., a Delaware corporation (“Spectrum”), BG Capital Group Ltd., a Bahamian corporation (“BG”), and Robert Genovese, an individual (“Genovese”). Spectrum, BG and Genovese are sometimes collectively referred to herein as the “Parties” and individually as a “Party.”

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement 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”.

Settlement and Standstill Agreement
Settlement and Standstill Agreement • July 16th, 2007 • Arbinet Thexchange Inc • Services-business services, nec • Delaware

This SETTLEMENT AND STANDSTILL AGREEMENT, dated as of July 13, 2007 (the “Agreement”), is by and between Arbinet-thexchange, Inc., a Delaware corporation (“Arbinet”), and the individuals and entities listed on Schedule A hereto (collectively, the “Stockholders”).

Linda Crisp From: Linda Crisp Sent: Tuesday, November 11, 2008 3:14 PM To: ‘Cohernour, Liz’ Subject: Agreement Importance: High Attachments: Settlement and Standstill Agreement (2).DOC
Settlement and Standstill Agreement • November 21st, 2008 • Consolidated Tomoka Land Co • Real estate • Florida

Per the request of our two lead directors, Jay Adams and Bill Voges, attached is a draft of the Settlement and Standstill Agreement discussed in your conference call today.

SETTLEMENT AND STANDSTILL AGREEMENT
Settlement and Standstill Agreement • November 27th, 2017 • Richmond Brothers, Inc. • Electromedical & electrotherapeutic apparatus

This Settlement and Standstill Agreement (the “Agreement”), dated November 22, 2017, is entered into by and between Rockwell Medical, Inc. (“Rockwell” or the “Company”), on the one hand, and the persons identified on Appendix A as the “Richmond Group” and the “Ravich Group,” on the other.

WINTERGREEN ADVISERS November 17, 2008 VIA TELECOPY AND FEDEX Consolidated- Tomoka Land Co. c/o Linda Crisp, Corporate Secretary
Settlement and Standstill Agreement • November 21st, 2008 • Consolidated Tomoka Land Co • Real estate • Florida
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