Stockholders Agreement between Unilab Corporation , Kelso Investment Associates VI, LLP, KEP VI, LLC, EOS Partners, LP, Pequot Scout Fund, LP, Roll-Over Investors regarding the provision of certain rights and restrictions with respect to outstanding
A New York Stockholders Agreement is a legally binding contract that outlines the rights, obligations, and responsibilities of the stockholders and investors involved in a corporation. In this case, the agreement is between Unilab Corp., Also Investment Associates VI, LLP, KEEP VI, LLC, EOS Partners, LP, Pequot Scout Fund, LP, and Rollover Investors. The agreement sets forth the terms and conditions under which the stockholders can buy, sell, transfer, or otherwise dispose of their shares in the company. It also governs matters such as dividend payments, voting rights, board representation, and corporate governance. Key provisions within the New York Stockholders Agreement include: 1. Share Transfer Restrictions: The agreement may establish restrictions on the transfer of shares, including rights of first refusal, drag-along rights, and tag-along rights. This ensures that existing stockholders have the opportunity to purchase or sell their shares before third parties. 2. Board Representation: The agreement typically addresses the composition of the company's board of directors. It may allocate board seats to certain stockholders based on their ownership percentage or other agreed-upon criteria. 3. Voting Rights: The agreement outlines the voting rights of the stockholders. This includes voting on matters such as the election of directors, approval of major transactions, and amendments to corporate bylaws. 4. Dividends and Distributions: The agreement may specify the conditions and procedures for the payment of dividends and the distribution of profits among the stockholders. 5. Transfer of Business Control: In cases where a majority of stockholders agree to sell the company or a significant portion of its assets, the agreement may contain provisions governing the transfer of control and the distribution of proceeds. 6. Dispute Resolution: The agreement may include provisions for resolving disputes between the stockholders, such as arbitration or mediation, to avoid lengthy and costly litigation. It's crucial to note that different types of New York Stockholders Agreements may exist depending on the specific terms and arrangements agreed upon by Unilab Corp., Also Investment Associates VI, LLP, KEEP VI, LLC, EOS Partners, LP, Pequot Scout Fund, LP, and Rollover Investors. These variations could include customized clauses regarding preemptive rights, anti-dilution provisions, non-competition agreements, or even unique mechanisms to facilitate the transfer of shares in specific circumstances. Overall, a New York Stockholders Agreement serves to protect the interests of the parties involved, establish clear guidelines for decision-making, and maintain stability and cooperation among the stockholders.
A New York Stockholders Agreement is a legally binding contract that outlines the rights, obligations, and responsibilities of the stockholders and investors involved in a corporation. In this case, the agreement is between Unilab Corp., Also Investment Associates VI, LLP, KEEP VI, LLC, EOS Partners, LP, Pequot Scout Fund, LP, and Rollover Investors. The agreement sets forth the terms and conditions under which the stockholders can buy, sell, transfer, or otherwise dispose of their shares in the company. It also governs matters such as dividend payments, voting rights, board representation, and corporate governance. Key provisions within the New York Stockholders Agreement include: 1. Share Transfer Restrictions: The agreement may establish restrictions on the transfer of shares, including rights of first refusal, drag-along rights, and tag-along rights. This ensures that existing stockholders have the opportunity to purchase or sell their shares before third parties. 2. Board Representation: The agreement typically addresses the composition of the company's board of directors. It may allocate board seats to certain stockholders based on their ownership percentage or other agreed-upon criteria. 3. Voting Rights: The agreement outlines the voting rights of the stockholders. This includes voting on matters such as the election of directors, approval of major transactions, and amendments to corporate bylaws. 4. Dividends and Distributions: The agreement may specify the conditions and procedures for the payment of dividends and the distribution of profits among the stockholders. 5. Transfer of Business Control: In cases where a majority of stockholders agree to sell the company or a significant portion of its assets, the agreement may contain provisions governing the transfer of control and the distribution of proceeds. 6. Dispute Resolution: The agreement may include provisions for resolving disputes between the stockholders, such as arbitration or mediation, to avoid lengthy and costly litigation. It's crucial to note that different types of New York Stockholders Agreements may exist depending on the specific terms and arrangements agreed upon by Unilab Corp., Also Investment Associates VI, LLP, KEEP VI, LLC, EOS Partners, LP, Pequot Scout Fund, LP, and Rollover Investors. These variations could include customized clauses regarding preemptive rights, anti-dilution provisions, non-competition agreements, or even unique mechanisms to facilitate the transfer of shares in specific circumstances. Overall, a New York Stockholders Agreement serves to protect the interests of the parties involved, establish clear guidelines for decision-making, and maintain stability and cooperation among the stockholders.