Alaska Derecho de suscripción preferente y acuerdo de coventa - Right of First Refusal and Co-Sale Agreement

State:
Multi-State
Control #:
US-TC0211A
Format:
Word
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Description

This is a "Right of First Refusal and Co-Sale Agreement." It is entered into by the corporation and the purchasers of preferred stock. It gives the company and the purchasers of preferred stock certain rights of refusal and options upon the transfer of stock.


The Alaska Right of First Refusal (ROAR) and Co-Sale Agreement are legal provisions commonly used in business partnerships and real estate transactions. These agreements are designed to protect the rights and interests of parties involved, ensuring fair treatment and preventing unwanted transfers of assets. Below, we'll provide a detailed description of the Alaska Right of First Refusal and Co-Sale Agreement, including different types that may exist. The Alaska Right of First Refusal (ROAR) grants a party the option to purchase a property or asset before the owner sells it to a third party. It enables the party to match the terms of a proposed sale and acquire the property at the same price and conditions. This mechanism ensures that the party with the ROAR is not excluded from a potential sale and can exercise their right to acquire the property if desired. The intent behind the ROAR is to provide a fair opportunity for existing stakeholders to maintain their involvement and prevent unwanted transfers. The Co-Sale Agreement, also known as the tag-along or piggyback rights agreement, is an arrangement where minority shareholders or partners can sell their interests simultaneously with a majority shareholder or partner. It allows minority stakeholders to participate in a transaction on similar terms and conditions as the majority holder. When a majority shareholder or partner intends to sell their interest, the co-sale agreement ensures minority stakeholders have the opportunity to participate in the transaction and sell their holdings at the same price and under identical conditions. There may be variations or additional types of Alaska Right of First Refusal and Co-Sale Agreements tailored to specific circumstances. For instance, in real estate transactions, the ROAR and Co-Sale Agreement may outline specific procedures and timelines for exercising these rights. It is important to carefully review the terms of the agreement to understand the exact scope and limitations of these provisions. In summary, the Alaska Right of First Refusal (ROAR) and Co-Sale Agreement are legal mechanisms put in place to safeguard the interests of parties involved in business partnerships and real estate transactions. The ROAR allows a designated party to match the terms of a proposed sale and purchase the property or asset before it is sold to a third party. The Co-Sale Agreement, on the other hand, grants minority stakeholders the right to sell their interests at the same price and conditions as a majority holder. The specific terms and procedures of these agreements may vary depending on the context and can be further customized to suit the needs of the parties involved.

The Alaska Right of First Refusal (ROAR) and Co-Sale Agreement are legal provisions commonly used in business partnerships and real estate transactions. These agreements are designed to protect the rights and interests of parties involved, ensuring fair treatment and preventing unwanted transfers of assets. Below, we'll provide a detailed description of the Alaska Right of First Refusal and Co-Sale Agreement, including different types that may exist. The Alaska Right of First Refusal (ROAR) grants a party the option to purchase a property or asset before the owner sells it to a third party. It enables the party to match the terms of a proposed sale and acquire the property at the same price and conditions. This mechanism ensures that the party with the ROAR is not excluded from a potential sale and can exercise their right to acquire the property if desired. The intent behind the ROAR is to provide a fair opportunity for existing stakeholders to maintain their involvement and prevent unwanted transfers. The Co-Sale Agreement, also known as the tag-along or piggyback rights agreement, is an arrangement where minority shareholders or partners can sell their interests simultaneously with a majority shareholder or partner. It allows minority stakeholders to participate in a transaction on similar terms and conditions as the majority holder. When a majority shareholder or partner intends to sell their interest, the co-sale agreement ensures minority stakeholders have the opportunity to participate in the transaction and sell their holdings at the same price and under identical conditions. There may be variations or additional types of Alaska Right of First Refusal and Co-Sale Agreements tailored to specific circumstances. For instance, in real estate transactions, the ROAR and Co-Sale Agreement may outline specific procedures and timelines for exercising these rights. It is important to carefully review the terms of the agreement to understand the exact scope and limitations of these provisions. In summary, the Alaska Right of First Refusal (ROAR) and Co-Sale Agreement are legal mechanisms put in place to safeguard the interests of parties involved in business partnerships and real estate transactions. The ROAR allows a designated party to match the terms of a proposed sale and purchase the property or asset before it is sold to a third party. The Co-Sale Agreement, on the other hand, grants minority stakeholders the right to sell their interests at the same price and conditions as a majority holder. The specific terms and procedures of these agreements may vary depending on the context and can be further customized to suit the needs of the parties involved.

Para su conveniencia, debajo del texto en español le brindamos la versión completa de este formulario en inglés. For your convenience, the complete English version of this form is attached below the Spanish version.
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FAQ

Right of first refusal (ROFR), also known as first right of refusal, is a contractual right to enter into a business transaction with a person or company before anyone else can. If the party with this right declines to enter into a transaction, the obligor is free to entertain other offers.

In some cases, a right of first refusal may give the holder the right to purchase the property at a specified ?bargain? price. Such provisions may be held unenforceable, especially if it is apparent that the specified price is significantly less than fair market value.

Contrary to an option to purchase, a right of first refusal means a tenant has the option to purchase the property after the seller makes an offer to an outside party. Once the seller begins negotiations with another party, the buyer can choose to purchase on those same terms or decline.

The first right of refusal contingency allows the seller to continue to market the property and seek other offers while the buyer tries to satisfy the contingency to sell their own home.

The right of first refusal (Section 2.1) provides that where a shareholder proposes to transfer shares of the Company, the Company shall have a right of first refusal to purchase all or any portion of such shares that such shareholder may propose to transfer at the same price and on the same terms and conditions as ...

Right of first refusal and co-sale agreement or ROFR for short, involves an agreement or clause that mandates a party provides notice before a transaction. Additionally, this agreement requires that an option is provided for the other party to refuse this transaction.

A person holding a right of first refusal has the option to accept a business offer before anyone else. For example, shareholders leaving a company may be obligated to first offer their shares to the existing shareholders of the company in ance with the company's shareholders agreement.

Is the right of first refusal a good idea? The right of first refusal can be a good idea in that it allows a potential buyer to have first dibs on a property, providing a sense of security and control. Sellers don't have to worry about listing the property and can save it for preferred buyers.

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Use US Legal Forms to obtain a printable Alaska Waiver of Right of First Refusal (Sale). Our court-admissible forms are drafted and regularly updated by skilled ... The right of first refusal (ROFR) is a contractual right between two parties: the grantor and the holder. The grantor owns an asset which the holder may, ...In real estate, right of first refusal (ROFR) is a contract clause that gives certain people the contractual right to purchase a property. Sep 17, 2007 — The right of first refusal and co-sale (“ROFR/Co-sale”) work together to prevent a founder or major common shareholder for selling shares ... Jun 28, 2018 — A COMPLETED/SIGNED PURCHASE AGREEMENT MUST ACCOMPANY THIS FORM. It is the policy of UIC to have sixty (60) days to complete its due diligence ... Feb 1, 2008 — an option to purchase, the lease contained a right of first refusal. ... the meaning of the contract due to the “Right of First Refusal” section ... This form authorized for use ONLY by active Real Estate Licensee Subscribers of Alaska Multiple Listing Service, Inc. Form 70711. Originated 11/04. Revised 01/ ... “Secondary Refusal Right” means the right, but not an obligation, of each Investor and non-selling Major Holder to purchase any Transfer Stock not purchased ... Jul 30, 2020 — Navigating Transfer Restrictions – ROFR, ROFO, and Tag-Along Rights: Most secondary transfers are subject to one or more of a right of first ... Jan 22, 2014 — The. APFC reserves the right to not award or cancel the award of the contract to a proposer who will not agree to the standard terms and ...

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Alaska Derecho de suscripción preferente y acuerdo de coventa