AGREEMENTAgreement • April 21st, 2008 • MDS Inc • Services-misc health & allied services, nec • Ontario
THIS AGREEMENT (“Agreement”), dated as of April 21, 2008, is entered into by and between MDS Inc., a corporation governed by the laws of Canada (the “Company”), ValueAct Capital Master Fund, L.P. (“ValueAct Master Fund”), ValueAct Capital Master Fund III, L.P. (“ValueAct Master Fund III”), VA Partners I, LLC (“VA Partners”), VA Partners III, LLC (“VA Partners III”), ValueAct Capital Management, L.P. (“ValueAct Management L.P.”), ValueAct Capital Management, LLC (“ValueAct Management LLC”), ValueAct Holdings, L.P. (“VA Holdings”), ValueAct Holdings GP, LLC (“VA Holdings GP” and, together with ValueAct Master Fund, ValueAct Master Fund III, VA Partners, VA Partners III, ValueAct Management L.P., ValueAct Management LLC, VA Holdings, the “Shareholders”) and Gregory P. Spivy (the “Nominee”).
