The Illinois Stockholders Agreement between Unilab Corp., Also Investment Associates VI, LLP, KEEP VI, LLC, EOS Partners, LP, Pequot Scout Fund, LP, and Rollover Investors is a legally binding document that outlines the rights and obligations of the parties involved in the agreement. This agreement is specific to the state of Illinois and governs the relationship between the stockholders. The Illinois Stockholders Agreement serves to establish the terms and conditions of ownership, voting rights, and decision-making processes regarding the management and governance of Unilab Corp. It aims to protect the interests of all parties involved by setting forth the guidelines for the allocation of profits, distribution of dividends, and the sale or transfer of stock. This agreement encompasses various key aspects, including but not limited to: 1. Ownership and Stock Transfers: It outlines the shares of stock owned by each party and any restrictions on the transfer of shares to third parties. This provision ensures that any changes in ownership are properly documented and approved by all stockholders. 2. Voting Rights and Decision-Making: The agreement defines the voting rights of each stockholder and establishes the procedures for decision-making on important matters. This includes the election of directors, major corporate transactions, and other significant corporate actions. 3. Rights and Obligations of Stockholders: It outlines the rights and obligations of the stockholders, including the right to inspection of books and records, the duty of loyalty and good faith, and the obligation to provide financial statements and reports. 4. Dividends and Distributions: This section describes how the profits and dividends of Unilab Corp. will be distributed among the stockholders. It may include provisions for the allocation of profits, the reinvestment of earnings, or the creation of reserves. 5. Confidentiality and Non-Compete: The agreement may contain provisions regarding confidentiality and non-compete clauses, ensuring that the stockholders will not disclose trade secrets or engage in activities that could harm Unilab Corp.'s business interests. 6. Dispute Resolution: It establishes the methods for resolving disputes between the stockholders, such as mediation, arbitration, or litigation, thereby providing a clear framework for settling disagreements. While there may not be different types of Illinois Stockholders Agreements specifically tailored to the mentioned parties, variations of these agreements can exist. These variations may include specific clauses, alternative dispute resolution mechanisms, or other customized provisions based on the unique needs and preferences of the parties involved. It is important to note that this is a general description of what an Illinois Stockholders Agreement could entail, and it is always recommended consulting with an attorney to ensure the specific terms and conditions are properly addressed and accurately represent the interests of all parties involved.