Erickson Inc. Watch

from 8-K ~50 pages Backstop Agreement Between Erickson Incorporated and the Investors Identified as Such Herein Dated as of [●], 2017

from 8-K 6 pages Amendment Fee Letter

from 8-K 129 pages - 2 - Behalf of Erickson Incorporated (“Erickson” or the “Company”); and (II) Zm Private Equity Fund I, L.P., Zm Private Equity Fund II, L.P., Zm Eac LLC, Centre Lane Partners, LLC, and 10th Lane Finance Co., LLC (Collectively, the “Zm Defendants”); (III) Quinn Morgan, Kenneth Lau, Hank Halter, Udo Rieder, Gary Scott, Meredith Siegfried, and James Welch (Collectively, the “Individual Defendants”); and (IV) Eac Acquisition Corporation (Collectively With the Zm Defendants and the Individual Defendants, the “Settling Defendants,” and With Plaintiff and Erickson, Each a “Party” and Collectively, the “Parties”). This Stipulation States All of the Terms of the Settlement and Resolution of This Matter, and the Parties Intend This Stipulation to Fully and Finally Compromise, Resolve, Discharge, and Settle the Released Claims, Subject to the Approval of the Court of Chancery of the State of Delaware (The “Court”). I. Background of the Settlement A. Erickson Is a Provider of Aviation Services to Commercial and Government Customers. B. on March 19, 2013, Erickson Announced That It Had Executed a Stock Purchase Agreement (The “Spa”) for the Purchase (The “Evergreen Acquisition”) of Evergreen Helicopters, Inc. (“Evergreen”) From Evergreen International Aviation, Inc. (“Evergreen Parent”). Pursuant to the Terms of the Spa, the Company Acquired Evergreen From Evergreen Parent for Consideration Consisting Of: (I) $185

from 10-Q 6 pages Erickson Incorporated Stock Appreciation Rights Award Agreement Cash Settled

from 10-Q 6 pages Erickson Incorporated [Nonqualified] Incentive Stock Option Agreement

from 10-Q 41 pages Sublease Agreement Between Greenwell/Medford L.L.C., Landlord and Erickson Incorporated, Tenant

from 8-K 7 pages Executive Employment Agreement

from 10-Q 3 pages February 24, 2014 Mr. Brian Clegg 1500 Hornby Street, Suite 1306 Vancouver, Bc V6z 2r1 Canada Dear Brian

from 8-K 2 pages Erickson Air-Crane Incorporated 2013 Retention Bonus Plan

from 8-K 81 pages Aircraft Purchase Agreement Between Hrt Netherlands B.V., and Hrt O&G Exploração E Produção De Petróleo Ltda., as Sellers, Erickson Air-Crane Incorporated, as Purchaser, Hrt Participações Em Petróleo S.A., as Intervening Consenting Party and Eac Do Brasil Participações Ltda., as Guarantor,

from 8-K 154 pages Quota Purchase Agreement and Other Covenants

from 8-K 17 pages Joinder No. 1 to Guaranty and Security Agreement and Intercompany Subordination Agreement

from 8-K 32 pages Aircraft and Engine Security Agreement

from 8-K 41 pages Security Agreement

from 8-K 8 pages Trademark Security Agreement

from 8-K 7 pages Patent Security Agreement

from 8-K 13 pages Intercompany Subordination Agreement

from 8-K 40 pages Aircraft and Engine Security Agreement Dated as of May 2, 2013 Between the Grantor Party Hereto as Grantor and Wells Fargo Bank, National Association, as Agent

from 8-K 42 pages Guaranty and Security Agreement

from 8-K 39 pages Erickson Air-Crane Incorporated $400,000,000 8.25% Second Priority Senior Secured Notes Due 2020 Purchase Agreement