District of Columbia Right of First Refusal and Co-Sale Agreement

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Multi-State
Control #:
US-TC0211A
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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 District of Columbia Right of First Refusal and Co-Sale Agreement is an important legal instrument that aims to protect the interests of property owners and shareholders in the District of Columbia (D.C.). This agreement grants certain rights and privileges to existing shareholders when another shareholder intends to sell their shares or offer them to a third party. The Right of First Refusal provision within the agreement grants existing shareholders the right to purchase the shares being sold by a shareholder who wishes to divest their ownership. It gives them the first opportunity to buy the shares on the same terms and conditions offered by the selling shareholder. By exercising this right, the existing shareholder can prevent an external party from becoming a shareholder and potentially affecting the dynamics of the company or property ownership. Furthermore, the Co-Sale Agreement provision serves as an additional safeguard for shareholders by allowing them to sell their shares alongside the selling shareholder. This provision ensures that existing shareholders have the option to sell their shares on the same terms and conditions as the primary seller, ensuring fair treatment and equal opportunities. In the District of Columbia, there can be variations of the Right of First Refusal and Co-Sale Agreement, depending on the specific requirements and terms agreed upon by the participating parties. Some common variations include: 1. Right of First Offer: This variation allows the selling shareholder to present the shares to existing shareholders before offering them to external parties. However, unlike the Right of First Refusal, the existing shareholders are not obligated to purchase the shares, but rather have the opportunity to make an initial offer. 2. Right of First Negotiation: In this variation, the selling shareholder must first negotiate the terms of the sale with the existing shareholders before considering offers from third parties. It gives existing shareholders the chance to participate in the negotiation process and potentially match or improve the terms offered by external buyers. 3. Right of Refusal with Tag-Along Rights: In addition to the Right of First Refusal, this variation includes Tag-Along Rights, which allow minority shareholders to join in the sale of a controlling interest if a majority shareholder wishes to sell. This provision ensures that minority shareholders are not left with reduced control or restricted liquidity. To summarize, the District of Columbia Right of First Refusal and Co-Sale Agreement is an essential legal agreement designed to safeguard the interests of existing shareholders when a shareholder intends to sell their shares. It grants existing shareholders the right to purchase shares first and the ability to participate in the sale process on equal terms. Various variations of this agreement exist to cater to specific circumstances and shareholder preferences.

The District of Columbia Right of First Refusal and Co-Sale Agreement is an important legal instrument that aims to protect the interests of property owners and shareholders in the District of Columbia (D.C.). This agreement grants certain rights and privileges to existing shareholders when another shareholder intends to sell their shares or offer them to a third party. The Right of First Refusal provision within the agreement grants existing shareholders the right to purchase the shares being sold by a shareholder who wishes to divest their ownership. It gives them the first opportunity to buy the shares on the same terms and conditions offered by the selling shareholder. By exercising this right, the existing shareholder can prevent an external party from becoming a shareholder and potentially affecting the dynamics of the company or property ownership. Furthermore, the Co-Sale Agreement provision serves as an additional safeguard for shareholders by allowing them to sell their shares alongside the selling shareholder. This provision ensures that existing shareholders have the option to sell their shares on the same terms and conditions as the primary seller, ensuring fair treatment and equal opportunities. In the District of Columbia, there can be variations of the Right of First Refusal and Co-Sale Agreement, depending on the specific requirements and terms agreed upon by the participating parties. Some common variations include: 1. Right of First Offer: This variation allows the selling shareholder to present the shares to existing shareholders before offering them to external parties. However, unlike the Right of First Refusal, the existing shareholders are not obligated to purchase the shares, but rather have the opportunity to make an initial offer. 2. Right of First Negotiation: In this variation, the selling shareholder must first negotiate the terms of the sale with the existing shareholders before considering offers from third parties. It gives existing shareholders the chance to participate in the negotiation process and potentially match or improve the terms offered by external buyers. 3. Right of Refusal with Tag-Along Rights: In addition to the Right of First Refusal, this variation includes Tag-Along Rights, which allow minority shareholders to join in the sale of a controlling interest if a majority shareholder wishes to sell. This provision ensures that minority shareholders are not left with reduced control or restricted liquidity. To summarize, the District of Columbia Right of First Refusal and Co-Sale Agreement is an essential legal agreement designed to safeguard the interests of existing shareholders when a shareholder intends to sell their shares. It grants existing shareholders the right to purchase shares first and the ability to participate in the sale process on equal terms. Various variations of this agreement exist to cater to specific circumstances and shareholder preferences.

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How to fill out District Of Columbia Right Of First Refusal And Co-Sale Agreement?

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FAQ

Basically, an ROFR clause obligates a seller to contact the rights holder with an option to purchase the property before they can accept an alternate third-party offer on the piece of real property.

A right of first refusal is a contractual right giving its holder the option to transact with the other contracting party before others can. The ROFR assures the holder that they will not lose their rights to an asset if others express interest.

When a multi-family rental property in DC is contracted for sale, TOPA allows tenants the right to refuse the sale and with the help of a third-party developer buy the building at the contracted sale price.

A right of first refusal is a clause used in contracts that allows one party the first opportunity to make an offer on a property. It is basically ?first dibs? in legal form.

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.

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.

Real estate owners in Washington D.C. who want to sell their rental property while it is still occupied with tenants must follow the rules of TOPA. Under this law, owners of real estate must first offer this property for sale to the tenants currently residing in it.

RIGHT OF FIRST REFUSAL This means you must give your tenant the first opportunity to enter into a new tenancy agreement in respect of the rental unit before offering the unit to another prospective tenant. Failure to do so will result in a requirement to pay the tenant additional compensation.

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A survey of all 50 states and the District of Columbia revealed only nine ... contract of sale from those stated in the notice of the bona fide offer. For ... Offer of Sale With or Without a Third Party Contract and Right of First Refusal – Single-Family Accommodation. TOPA Offer of Sale and Right of First Refusal ...Mar 6, 2018 — This article explains how the process works. Established by the Tenant Opportunity to Purchase Act (TOPA), DC tenants get the right of first ... Jul 10, 2018 — ... Offer of Sale, you shall provide both the owner and the D.C.. Department ... Right of First Refusal to match the third party sale contract. If ... This is a model clause for a shareholder's agreement addressing Right of First Refusal. If a shareholder wishes to sell shares, the company will be given ... For example, a promise to provide a right of first refusal to purchase real estate is unenforceable unless it is in writing and signed. (D.C. Code § 28-3502.). A right of first refusal agreement is common in real estate leases since it allows renters to purchase homes they occupy first. This post will cover several key ... ... the tenant or tenant organization has received from the owner a valid sales contract to purchase by a third party. If the contract is received during the ... Feb 6, 2023 — The Company also is a party to a certain Amended and Restated Right of First Refusal and Co-Sale Agreement under which the Company and ... The opportunity to purchase means what it says—a tenant or tenant organization has the right to purchase the property. • Right of First Refusal. • The tenant or ...

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District of Columbia Right of First Refusal and Co-Sale Agreement