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.
Houston, Texas Right of First Refusal and Co-Sale Agreement: Understanding the Basics In Houston, Texas, the Right of First Refusal (ROAR) and Co-Sale Agreement are essential legal provisions utilized in various business and property transactions. These agreements help protect the interests of parties involved by establishing certain rights and obligations related to the sale of a particular asset or investment. The Right of First Refusal is a clause that grants a specific party the option, but not the obligation, to purchase an asset before it is sold to a third party. This provision is commonly employed in real estate, business acquisitions, and investment opportunities. With a ROAR in place, if the owner intends to sell the asset, they must first offer it to the designated party at the same price and on the same terms as any competing third-party offer that may have been received. By exercising this right, the designated party can effectively match the terms of the third-party offer and acquire the asset. In Houston, Texas, there are different types of Right of First Refusal and Co-Sale Agreements that cater to specific situations. Some common variations include: 1. Real Estate ROAR: This type of agreement is commonly used in the Houston real estate market. It allows a specific tenant or neighboring property owner to have the first opportunity to buy the property before it is sold to someone else. By providing the ROAR to neighboring property owners, the agreement aims to maintain the overall character of the neighborhood and ensure property values are upheld. 2. Business Acquisition ROAR: When a business is being sold, a ROAR may be included in the agreement to grant certain shareholders or partners the right to acquire the business or a specific shareholder's interest in the company. This type of ROAR helps maintain the existing ownership structure and allows shareholders to have a say in potential changes in the business's ownership. 3. Investment ROAR: In the context of investment opportunities, a ROAR can allow existing investors the first chance to purchase additional shares or ownership interests before those opportunities are offered to new investors. This type of ROAR ensures that existing investors have a fair opportunity to increase their investment and maintain their proportional ownership in the investment vehicle. In addition to the Right of First Refusal, the Co-Sale Agreement is often used in conjunction. A Co-Sale Agreement permits minority shareholders or other designated parties to participate in a sale of shares or assets on the same terms and conditions as those negotiated with a third-party buyer. This provision allows the designated parties to sell their shares simultaneously with the majority shareholder, ensuring fair treatment and avoiding any potential disadvantages. Ultimately, the Houston, Texas Right of First Refusal and Co-Sale Agreement are crucial legal mechanisms used in various business and property transactions to safeguard the interests of parties involved. These agreements provide a framework for fair dealings and transparent transactions while allowing designated parties the opportunity to maintain their investments or acquire certain assets.Houston, Texas Right of First Refusal and Co-Sale Agreement: Understanding the Basics In Houston, Texas, the Right of First Refusal (ROAR) and Co-Sale Agreement are essential legal provisions utilized in various business and property transactions. These agreements help protect the interests of parties involved by establishing certain rights and obligations related to the sale of a particular asset or investment. The Right of First Refusal is a clause that grants a specific party the option, but not the obligation, to purchase an asset before it is sold to a third party. This provision is commonly employed in real estate, business acquisitions, and investment opportunities. With a ROAR in place, if the owner intends to sell the asset, they must first offer it to the designated party at the same price and on the same terms as any competing third-party offer that may have been received. By exercising this right, the designated party can effectively match the terms of the third-party offer and acquire the asset. In Houston, Texas, there are different types of Right of First Refusal and Co-Sale Agreements that cater to specific situations. Some common variations include: 1. Real Estate ROAR: This type of agreement is commonly used in the Houston real estate market. It allows a specific tenant or neighboring property owner to have the first opportunity to buy the property before it is sold to someone else. By providing the ROAR to neighboring property owners, the agreement aims to maintain the overall character of the neighborhood and ensure property values are upheld. 2. Business Acquisition ROAR: When a business is being sold, a ROAR may be included in the agreement to grant certain shareholders or partners the right to acquire the business or a specific shareholder's interest in the company. This type of ROAR helps maintain the existing ownership structure and allows shareholders to have a say in potential changes in the business's ownership. 3. Investment ROAR: In the context of investment opportunities, a ROAR can allow existing investors the first chance to purchase additional shares or ownership interests before those opportunities are offered to new investors. This type of ROAR ensures that existing investors have a fair opportunity to increase their investment and maintain their proportional ownership in the investment vehicle. In addition to the Right of First Refusal, the Co-Sale Agreement is often used in conjunction. A Co-Sale Agreement permits minority shareholders or other designated parties to participate in a sale of shares or assets on the same terms and conditions as those negotiated with a third-party buyer. This provision allows the designated parties to sell their shares simultaneously with the majority shareholder, ensuring fair treatment and avoiding any potential disadvantages. Ultimately, the Houston, Texas Right of First Refusal and Co-Sale Agreement are crucial legal mechanisms used in various business and property transactions to safeguard the interests of parties involved. These agreements provide a framework for fair dealings and transparent transactions while allowing designated parties the opportunity to maintain their investments or acquire certain assets.
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.
