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DocuSign Envelope ID: 62213AB4-8332-41 DD -87A7 -83D691 D458EB
<br />(iv) sell or discount commercial paper, bills receivable, accounts receivable,
<br />stocks, bonds or any other securities or property at any time held by the
<br />Company and, to that end, endorse, assign, transfer and deliver the same;
<br />(v) manage the financial risks associated with commodity prices, foreign
<br />exchange rate and interest rate movements so as to reduce the risk of
<br />economic loss and to mitigate reported earnings volatility through the use of
<br />commodity, foreign exchange and interest rate hedging transactions and
<br />other derivative products and services in accordance with the terms and
<br />provisions of the Company's and Kaman Corporation's Financial Risk
<br />Management Policy;
<br />(vi) purchase and sell any and all forms of securities, including without
<br />limitation, shares, stocks, bonds, debentures, notes, scrip, participation
<br />certificates, rights to subscribe, options, warrants, certificates of deposit,
<br />mortgages, evidences of indebtedness, commercial paper, certificates of
<br />indebtedness and certificates of interest of any and every kind and nature
<br />whatsoever; and
<br />(vii) execute and deliver any and all such agreements, certificates, instruments,
<br />notes, drafts, orders, trades and other documents required or requested by
<br />any Financial Service Provider in connection with any of the foregoing
<br />transactions, and execute and deliver any amendment, modification, renewal
<br />or supplement of or to any of the foregoing agreements, certificates,
<br />instruments, notes, drafts, orders, trades and other documents.
<br />RESOLVED: That, in addition to the foregoing, the Authorized Treasury Management
<br />Officials shall be, and each of them acting singly hereby is, authorized and empowered, in
<br />the name and on behalf of the Company, to borrow money from, and lend money to, any
<br />direct or indirect parent or subsidiary corporation for any lawful purpose.
<br />Reservation of Authority
<br />RESOLVED: That, notwithstanding anything to the contrary set forth in the preceding
<br />resolutions, the Board of Directors expressly reserves for itself or a duly authorized
<br />committee of the Board the power and authority to make, execute and deliver, in the name
<br />and on behalf of the Company, any and all definitive transaction documents and
<br />agreements relating to (i) the acquisition of another company or business through merger,
<br />share purchase or acquisition of substantially all of the assets of such company or business,
<br />where the aggregate purchase price (excluding the assumption of liabilities) exceeds US
<br />$20 million, (ii) the sale or disposition of Company property including real property (but
<br />excluding the Company's products and services) with a market value or a net book value in
<br />excess of US $20 million, and (iii) any other matter expressly reserved to the Board or a
<br />committee of the Board under the applicable provisions of state or federal law and the
<br />applicable rules and regulations of the United States Securities and Exchange Commission
<br />and the New York Stock Exchange.
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