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.
Title: Understanding the Oklahoma Right of First Refusal and Co-Sale Agreement: A Comprehensive Overview Introduction: The Oklahoma Right of First Refusal and Co-Sale Agreement is a legally binding document used in real estate transactions, ensuring that certain individuals or entities have the priority to purchase property or shares before they are offered to others. This article provides a detailed description of the Oklahoma Right of First Refusal and Co-Sale Agreement, its purpose, key components, and highlights any different types that exist. Key Components of the Oklahoma Right of First Refusal and Co-Sale Agreement: 1. Right of First Refusal: The Right of First Refusal (ROAR) grants a designated party the opportunity to purchase the property or shares on the same terms and conditions offered by a third-party interested in selling. The party with this right must exercise it within a specified timeframe, failing which the seller is free to sell to a third party under different terms. 2. Co-Sale Agreement: The Co-Sale Agreement, also known as the tag-along right, protects minority shareholders or co-owners when a controlling shareholder or co-owner receives an offer to sell their stake in the business. This agreement allows minority stakeholders to sell their shares on the same terms and conditions as the majority shareholder, ensuring fair treatment and maintaining proportional ownership structures. Different Types of Oklahoma Right of First Refusal and Co-Sale Agreements: 1. Simple Right of First Refusal: This type of right grants the designated party the opportunity to purchase the property or shares before they are offered to any third-party, on the same terms and conditions. 2. Right of First Refusal with Preemptive Right: In addition to the right to purchase, this type of agreement grants the designated party the preemptive right to match or exceed any offer made by a third-party interested in purchasing the property or shares. This ensures that the designated party can secure the transaction by providing a better deal. 3. Right of First Refusal with Time-Triggered Co-Sale Agreement: In this type of agreement, the right of first refusal is accompanied by a time-triggered co-sale clause. If the majority shareholder intends to sell their stake within a specific period, the minority shareholder(s) have the opportunity to participate in the sale on the same terms and conditions. If they choose not to participate, the majority shareholder can proceed with the sale to a third party. Conclusion: The Oklahoma Right of First Refusal and Co-Sale Agreement plays a crucial role in protecting the rights of designated parties in real estate transactions or business ownership transfers. Whether it is a simple right of first refusal, a right of first refusal with preemptive rights, or a right of first refusal with a time-triggered co-sale clause, these agreements ensure fair treatment and maintain the integrity of property sales and business partnerships. Understanding these agreements is essential for all parties involved to make informed decisions and engage in transparent transactions.Title: Understanding the Oklahoma Right of First Refusal and Co-Sale Agreement: A Comprehensive Overview Introduction: The Oklahoma Right of First Refusal and Co-Sale Agreement is a legally binding document used in real estate transactions, ensuring that certain individuals or entities have the priority to purchase property or shares before they are offered to others. This article provides a detailed description of the Oklahoma Right of First Refusal and Co-Sale Agreement, its purpose, key components, and highlights any different types that exist. Key Components of the Oklahoma Right of First Refusal and Co-Sale Agreement: 1. Right of First Refusal: The Right of First Refusal (ROAR) grants a designated party the opportunity to purchase the property or shares on the same terms and conditions offered by a third-party interested in selling. The party with this right must exercise it within a specified timeframe, failing which the seller is free to sell to a third party under different terms. 2. Co-Sale Agreement: The Co-Sale Agreement, also known as the tag-along right, protects minority shareholders or co-owners when a controlling shareholder or co-owner receives an offer to sell their stake in the business. This agreement allows minority stakeholders to sell their shares on the same terms and conditions as the majority shareholder, ensuring fair treatment and maintaining proportional ownership structures. Different Types of Oklahoma Right of First Refusal and Co-Sale Agreements: 1. Simple Right of First Refusal: This type of right grants the designated party the opportunity to purchase the property or shares before they are offered to any third-party, on the same terms and conditions. 2. Right of First Refusal with Preemptive Right: In addition to the right to purchase, this type of agreement grants the designated party the preemptive right to match or exceed any offer made by a third-party interested in purchasing the property or shares. This ensures that the designated party can secure the transaction by providing a better deal. 3. Right of First Refusal with Time-Triggered Co-Sale Agreement: In this type of agreement, the right of first refusal is accompanied by a time-triggered co-sale clause. If the majority shareholder intends to sell their stake within a specific period, the minority shareholder(s) have the opportunity to participate in the sale on the same terms and conditions. If they choose not to participate, the majority shareholder can proceed with the sale to a third party. Conclusion: The Oklahoma Right of First Refusal and Co-Sale Agreement plays a crucial role in protecting the rights of designated parties in real estate transactions or business ownership transfers. Whether it is a simple right of first refusal, a right of first refusal with preemptive rights, or a right of first refusal with a time-triggered co-sale clause, these agreements ensure fair treatment and maintain the integrity of property sales and business partnerships. Understanding these agreements is essential for all parties involved to make informed decisions and engage in transparent transactions.