New Jersey Stockholders Agreement between America Online, Inc., MQ Acquisition, Inc., and Mapquest.Com, Inc.

• Category: Corporations - Public - Stockholder
• State: Multi-State
• Control #: US-EG-9051
• Format: Word; Rich Text

Description

Stockholders Agreement between America Online, Inc., MQ Acquisition, Inc., and Mapquest.Com, Inc. dated December 21, 1999. 11 pages A Stockholders Agreement is a legally binding contract that outlines the rights and responsibilities of stockholders in a company. In this case, the focus is on the New Jersey Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. This specific agreement is designed to govern the relationship between the stockholders of the three aforementioned companies, addressing crucial aspects such as voting rights, share ownership, decision-making processes, and conflicts of interest. It helps establish a clear framework for collaboration and ensures alignment amongst stockholders in achieving common goals. Key aspects covered in the New Jersey Stockholders Agreement include: 1. Voting rights: The agreement outlines how voting power is distributed amongst the stockholders, including provisions for voting on corporate actions, board composition, and major decisions affecting the company's operations. 2. Share ownership: It defines the rights and obligations of stockholders concerning their respective ownership stakes in the company. It may lay out restrictions on the transfer of shares, provisions for preemptive rights, and rules regarding the issuance of new shares. 3. Decision-making processes: The agreement establishes procedures and thresholds for decision-making, such as the requirement for unanimous or majority consent for certain actions. It may also regulate matters related to director appointments, financial reporting, and the approval of significant contracts or business transactions. 4. Board rights and responsibilities: The agreement may detail the representation and participation of stockholder representatives on the company's board of directors. It can outline the powers, responsibilities, and limitations of such representatives in carrying out their duties. 5. Dispute resolution: In the case of conflicts or disputes, the agreement provides methods for resolution, such as mediation or arbitration. It aims to prevent costly legal battles and promotes a fair and efficient resolution process to protect the interests of all parties. It's important to note that while this description provides a broad overview of a New Jersey Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc., it is always advised to consult with legal professionals who can provide specific guidance tailored to the particular circumstances of the agreement. It's worth mentioning that there may be variations or different types of Stockholders Agreements, such as: 1. Preferred Stockholders Agreement: This type of agreement caters to investors who hold preferred shares in the company. It delineates the preferential rights, liquidation preferences, and other privileges associated with such shares. 2. Voting Trust Agreement: In cases where stockholders transfer their voting rights to a trustee, this agreement outlines the terms and conditions of that arrangement. 3. Shareholder Rights Agreement: This agreement can focus more broadly on protecting the rights of all shareholders while ensuring a fair and equitable relationship amongst them. These alternative types of agreements are not specific to New Jersey but can be implemented in various jurisdictions, including New Jersey.

A Stockholders Agreement is a legally binding contract that outlines the rights and responsibilities of stockholders in a company. In this case, the focus is on the New Jersey Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. This specific agreement is designed to govern the relationship between the stockholders of the three aforementioned companies, addressing crucial aspects such as voting rights, share ownership, decision-making processes, and conflicts of interest. It helps establish a clear framework for collaboration and ensures alignment amongst stockholders in achieving common goals. Key aspects covered in the New Jersey Stockholders Agreement include: 1. Voting rights: The agreement outlines how voting power is distributed amongst the stockholders, including provisions for voting on corporate actions, board composition, and major decisions affecting the company's operations. 2. Share ownership: It defines the rights and obligations of stockholders concerning their respective ownership stakes in the company. It may lay out restrictions on the transfer of shares, provisions for preemptive rights, and rules regarding the issuance of new shares. 3. Decision-making processes: The agreement establishes procedures and thresholds for decision-making, such as the requirement for unanimous or majority consent for certain actions. It may also regulate matters related to director appointments, financial reporting, and the approval of significant contracts or business transactions. 4. Board rights and responsibilities: The agreement may detail the representation and participation of stockholder representatives on the company's board of directors. It can outline the powers, responsibilities, and limitations of such representatives in carrying out their duties. 5. Dispute resolution: In the case of conflicts or disputes, the agreement provides methods for resolution, such as mediation or arbitration. It aims to prevent costly legal battles and promotes a fair and efficient resolution process to protect the interests of all parties. It's important to note that while this description provides a broad overview of a New Jersey Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc., it is always advised to consult with legal professionals who can provide specific guidance tailored to the particular circumstances of the agreement. It's worth mentioning that there may be variations or different types of Stockholders Agreements, such as: 1. Preferred Stockholders Agreement: This type of agreement caters to investors who hold preferred shares in the company. It delineates the preferential rights, liquidation preferences, and other privileges associated with such shares. 2. Voting Trust Agreement: In cases where stockholders transfer their voting rights to a trustee, this agreement outlines the terms and conditions of that arrangement. 3. Shareholder Rights Agreement: This agreement can focus more broadly on protecting the rights of all shareholders while ensuring a fair and equitable relationship amongst them. These alternative types of agreements are not specific to New Jersey but can be implemented in various jurisdictions, including New Jersey.