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 Suffolk New York Right of First Refusal and Co-Sale Agreement is a legal document that governs certain rights and obligations of shareholders or investors within a company. This agreement typically applies to situations where a shareholder intends to sell their shares to a third party. The Right of First Refusal provision grants existing shareholders the option to purchase the shares being sold by the shareholder who wishes to sell. By having the right of first refusal, existing shareholders are given the opportunity to maintain their ownership interest and prevent dilution by an outside investor. The Co-Sale Agreement, on the other hand, is an agreement between multiple shareholders that allows them to sell their shares collectively. This provision ensures that all shareholders have an equal opportunity to sell their shares if one or more shareholders decide to exit the company. In Suffolk New York, there may be variations of the Right of First Refusal and Co-Sale Agreement that are tailored to specific industries, company structures, or other relevant factors. These variations might include: 1. Standard Right of First Refusal: This agreement gives existing shareholders the right to match the terms of any third-party offer made to a selling shareholder. 2. Right of First Offer: Similar to the standard right of first refusal, this agreement provides existing shareholders the right to be the first to receive an offer to purchase shares at a specific price before the shareholder can consider other offers. 3. Co-Sale Right: This provision allows shareholders, other than the selling shareholder, to participate in the sale and offer their shares on the same terms. It ensures all shareholders have an equal opportunity to sell their shares when one shareholder decides to sell. 4. Right of Second Refusal: This agreement is an extension of the standard right of first refusal. If existing shareholders decline to purchase the shares, the selling shareholder is allowed to pursue offers from third parties. 5. Drag-Along Right: In certain circumstances, this agreement allows the majority shareholders to compel minority shareholders to sell their shares on the same terms, primarily in the event of a sale of the entire company. It is crucial for companies and shareholders in Suffolk New York to consult legal professionals familiar with local laws and regulations to draft or review a Right of First Refusal and Co-Sale Agreement tailored to their specific needs and circumstances. Properly understanding and executing these agreements can help protect the interests of shareholders and ensure a fair and transparent process for buying and selling shares within a company.The Suffolk New York Right of First Refusal and Co-Sale Agreement is a legal document that governs certain rights and obligations of shareholders or investors within a company. This agreement typically applies to situations where a shareholder intends to sell their shares to a third party. The Right of First Refusal provision grants existing shareholders the option to purchase the shares being sold by the shareholder who wishes to sell. By having the right of first refusal, existing shareholders are given the opportunity to maintain their ownership interest and prevent dilution by an outside investor. The Co-Sale Agreement, on the other hand, is an agreement between multiple shareholders that allows them to sell their shares collectively. This provision ensures that all shareholders have an equal opportunity to sell their shares if one or more shareholders decide to exit the company. In Suffolk New York, there may be variations of the Right of First Refusal and Co-Sale Agreement that are tailored to specific industries, company structures, or other relevant factors. These variations might include: 1. Standard Right of First Refusal: This agreement gives existing shareholders the right to match the terms of any third-party offer made to a selling shareholder. 2. Right of First Offer: Similar to the standard right of first refusal, this agreement provides existing shareholders the right to be the first to receive an offer to purchase shares at a specific price before the shareholder can consider other offers. 3. Co-Sale Right: This provision allows shareholders, other than the selling shareholder, to participate in the sale and offer their shares on the same terms. It ensures all shareholders have an equal opportunity to sell their shares when one shareholder decides to sell. 4. Right of Second Refusal: This agreement is an extension of the standard right of first refusal. If existing shareholders decline to purchase the shares, the selling shareholder is allowed to pursue offers from third parties. 5. Drag-Along Right: In certain circumstances, this agreement allows the majority shareholders to compel minority shareholders to sell their shares on the same terms, primarily in the event of a sale of the entire company. It is crucial for companies and shareholders in Suffolk New York to consult legal professionals familiar with local laws and regulations to draft or review a Right of First Refusal and Co-Sale Agreement tailored to their specific needs and circumstances. Properly understanding and executing these agreements can help protect the interests of shareholders and ensure a fair and transparent process for buying and selling shares within a company.
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.
