Maryland Standstill Agreement between Park - Ohio Industries, Inc., Edward F. Crawford, and Kay Home Products, Inc.

• Category: Corporations - Mergers and Acquisitions
• State: Multi-State
• Control #: US-CC-12-1737D
• Format: Word; Rich Text

Description

This form is a detailed model Stand Still Agreement wherein certain restrictions on activities are agreed to by one party in consideration of future purchase by other party. Adapt to fit your specific facts and circumstances. Don't reinvent the wheel, save time and money.

A Maryland Standstill Agreement is a legally binding contract between Park — Ohio Industries, Inc., Edward F. Crawford, and Kay Home Products, Inc. It is commonly used in business transactions or disputes to halt or suspend specific actions or legal proceedings for a predetermined period. This agreement is entered into by all parties involved to maintain the status quo and facilitate negotiation, arbitration, or other forms of dispute resolution. The Maryland Standstill Agreement aims to prevent any party from taking adverse or detrimental actions against each other during the specified duration. It serves as a temporary truce, ensuring that no additional harm or damage occurs while the parties attempt to reach a resolution. The agreement allows them to engage in open and honest discussions without the fear of immediate consequences or escalations. Key terms and conditions outlined in the Maryland Standstill Agreement may include: 1. Duration: The agreement will specify the specific period during which the standstill remains in effect. This can range from a few weeks to several months, depending on the complexity of the matter at hand. 2. Actions prohibited: The agreement will explicitly state the actions that all parties must refrain from undertaking during the standstill period. These actions may include filing lawsuits, initiating further disputes, public announcements, solicitations, or any act that may harm the other party involved. 3. Confidentiality: In many Maryland Standstill Agreements, confidentiality provisions are crucial. These provisions ensure that any information disclosed during negotiations or discussions remains strictly confidential and cannot be shared with third parties without consent. 4. Mutual cooperation: The parties agree to engage in good faith negotiations and cooperate with each other to reach a resolution. This may involve sharing relevant documents, attending meetings, or providing requested information. 5. Termination: The agreement will outline the conditions under which the standstill period may be terminated. Typically, this includes instances of bad faith, failure to negotiate in good faith, or the inability to reach a resolution within the specified period. While the key elements mentioned above are common to most Maryland Standstill Agreements, there can be variations based on the specific circumstances or nature of the agreement. Some other types of Maryland Standstill Agreements include: 1. Acquisition Standstill Agreement: Park — Ohio Industries, Inc., Edward F. Crawford, and Kay Home Products, Inc., may enter into this type of standstill agreement when there is an ongoing acquisition transaction. It ensures that the target company refrains from engaging in actions that could potentially hinder the acquisition process or seek alternative offers during the standstill period. 2. Litigation Standstill Agreement: If the parties are involved in ongoing litigation, they may opt for a litigation standstill agreement. This agreement temporarily halts legal proceedings to encourage discussions, arbitration, or mediation to resolve the dispute without the need for protracted litigation. These are just a few examples of the types of Maryland Standstill Agreements that can exist between Park — Ohio Industries, Inc., Edward F. Crawford, and Kay Home Products, Inc. The specific terms and conditions within each agreement will vary based on the unique circumstances and intentions of the parties involved.