Oklahoma Right of First Refusal Clause for Shareholders' Agreement

State:
Multi-State
Control #:
US-01770
Format:
Word; 
Rich Text
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Description

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 notice and has the right to buy the shares during a certain limited time period. Adapt to fit your circumstances.
The Oklahoma Right of First Refusal Clause for Shareholders' Agreement is a crucial provision that outlines the rights and obligations of shareholders regarding the sale of shares in a corporation. This clause aims to protect the interests of existing shareholders by giving them the first opportunity to purchase shares being sold by a departing shareholder. By utilizing relevant keywords, such as "Oklahoma Right of First Refusal Clause," "Shareholders' Agreement," and "types," we can explore the different aspects and variations of this clause. In Oklahoma, the Right of First Refusal Clause empowers existing shareholders to maintain control and prevent external third parties from acquiring shares without offering the opportunity to existing shareholders first. This provision ensures that shareholders have the option to maintain their proportionate ownership in the corporation and avoid potential dilution of their shares. There are certain types or variations of the Right of First Refusal Clause applicable to Shareholders' Agreements in Oklahoma. These include: 1. Standard Right of First Refusal: This common type of clause allows existing shareholders to match any offer made by a potential buyer for the shares being sold. If a shareholder decides to sell their shares, they must first offer them to the other shareholders at the same price and terms, giving them the opportunity to purchase the shares before engaging with external buyers. 2. Right of First Offer: This variation grants existing shareholders the right to be the first to receive an offer to purchase shares instead of matching an existing offer. Once a shareholder expresses the intent to sell, they must inform other shareholders about the price and terms, allowing them to make an offer to buy the shares before exploring offers from external parties. 3. Right of First Negotiation: In this type of clause, shareholders have the first opportunity to negotiate with the selling shareholder before they engage with any outside offers. The selling shareholder must discuss their intention to sell, giving existing shareholders a chance to negotiate and potentially make a purchase offer on mutually agreeable terms. It's essential to carefully consider the specific type of Right of First Refusal Clause to be included in the Shareholders' Agreement, as it may significantly impact the control and ownership dynamics within the corporation. Seeking legal advice is highly recommended ensuring compliance with Oklahoma laws and to tailor the clause to address the unique needs and objectives of the shareholders.

The Oklahoma Right of First Refusal Clause for Shareholders' Agreement is a crucial provision that outlines the rights and obligations of shareholders regarding the sale of shares in a corporation. This clause aims to protect the interests of existing shareholders by giving them the first opportunity to purchase shares being sold by a departing shareholder. By utilizing relevant keywords, such as "Oklahoma Right of First Refusal Clause," "Shareholders' Agreement," and "types," we can explore the different aspects and variations of this clause. In Oklahoma, the Right of First Refusal Clause empowers existing shareholders to maintain control and prevent external third parties from acquiring shares without offering the opportunity to existing shareholders first. This provision ensures that shareholders have the option to maintain their proportionate ownership in the corporation and avoid potential dilution of their shares. There are certain types or variations of the Right of First Refusal Clause applicable to Shareholders' Agreements in Oklahoma. These include: 1. Standard Right of First Refusal: This common type of clause allows existing shareholders to match any offer made by a potential buyer for the shares being sold. If a shareholder decides to sell their shares, they must first offer them to the other shareholders at the same price and terms, giving them the opportunity to purchase the shares before engaging with external buyers. 2. Right of First Offer: This variation grants existing shareholders the right to be the first to receive an offer to purchase shares instead of matching an existing offer. Once a shareholder expresses the intent to sell, they must inform other shareholders about the price and terms, allowing them to make an offer to buy the shares before exploring offers from external parties. 3. Right of First Negotiation: In this type of clause, shareholders have the first opportunity to negotiate with the selling shareholder before they engage with any outside offers. The selling shareholder must discuss their intention to sell, giving existing shareholders a chance to negotiate and potentially make a purchase offer on mutually agreeable terms. It's essential to carefully consider the specific type of Right of First Refusal Clause to be included in the Shareholders' Agreement, as it may significantly impact the control and ownership dynamics within the corporation. Seeking legal advice is highly recommended ensuring compliance with Oklahoma laws and to tailor the clause to address the unique needs and objectives of the shareholders.

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FAQ

The right of first refusal is usually triggered when a third party offers to buy or lease the property owner's asset. Before the property owner accepts this offer, the property holder (the person with the right of first refusal) must be allowed to buy or lease the asset under the same terms offered by the third party.

When you have a first right of refusal the seller must contact you and let you potentially move forward with a purchase before an offer can be accepted from another party. The first right of refusal can be put together either before a home is listed for sale or during the time it is on the market.

A "right of first refusal" is a contractual right on the part of a potential buyer to purchase real property within a specified period of time after another potential purchaser submits a purchase offer.

When some of the shareholders wish to sell their share, a clause in the shareholder's agreement should state that the shareholders who wish to sell their shares have to show the right to match an offer received from a third party. This is known as the right of first refusal.

To be enforceable, options and rights of first refusal must usually be in writing, signed, contain an adequate description of the property, and be supported by consideration. They may be included in lease contracts, or they may be drafted as standalone agreements.

Rights of first refusal clauses are similar to options contracts as the holder has the right, but not the obligation, to enter into a transaction that generally involves an asset. The person with this right has the opportunity to establish a contract or an agreement on an asset before others can.

A right of first refusal is a fairly common clause in some business contracts that essentially gives a party the first crack at making an offer on a particular transaction.

The right of first refusal is usually triggered when a third party offers to buy or lease the property owner's asset. Before the property owner accepts this offer, the property holder (the person with the right of first refusal) must be allowed to buy or lease the asset under the same terms offered by the third party.

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.

A right of first refusal is a fairly common clause in some business contracts that essentially gives a party the first crack at making an offer on a particular transaction. In real estate terms, the phrase right of first refusal operates similarly.

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29-Oct-2021 ? A right of first refusal (ROFR) is a clause in a contract that allows you to make an offer on a home before it hits the public market. 09-Aug-2010 ? Rights of First Refusal and the Package Deal, 22 FORDHAM URB.(recognizing that a contractual provision labeled ?right of first refusal? ...03-Nov-2021 ? Under this agreement, the seller has to contact the potential buyer and give them a chance to purchase it before they can accept another bona ... Contract clauses which require an entity to purchase a project- specific insurance policy, including owners' and contractors' protective liability insurance ...201 pages contract clauses which require an entity to purchase a project- specific insurance policy, including owners' and contractors' protective liability insurance ... By contrast, where there is a ?right of first refusal? (ROFR) ? also sometimes called a ?right to match? ? the selling shareholder must first agree terms with a ... 13-Oct-2020 ? When some of the shareholders wish to sell their share, a clause in the shareholder's agreement should state that the shareholders who wish to ... 24-May-2012 ? C. RSD Had a Right of First Refusal Notwithstanding Anyprovision of the Partnership Agreement-Section 7.1.1, entitled "Transfer. 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 ... 09-Jul-2020 ? In the Treaty of 1856, Congress promised that ?no portion? of the Creek Reservation ?shall ever be embraced or in- cluded within, or annexed to, ... Notice. PARTY A shall give PARTY B notice of its intention to sell or lease that space, including the terms of that sale or lease. Option Period. PARTY B ...

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Oklahoma Right of First Refusal Clause for Shareholders' Agreement