Pennsylvania 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 The Pennsylvania Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. is a legal contract that outlines the rights, obligations, and responsibilities of the stockholders involved. This agreement is designed to govern the relationship between the parties and ensure transparency and fairness in their dealings. The Pennsylvania Stockholders Agreement serves as a binding document that specifies the rules regarding the transfer of shares, voting rights, dividends, and corporate decisions. It establishes the framework within which the stockholders are expected to operate, ensuring a harmonious and efficient functioning of the companies involved. Key components and provisions of the Pennsylvania Stockholders Agreement: 1. Definitions: The agreement begins by clearly defining various terms and phrases used throughout the document to avoid any confusion or misinterpretation. 2. Share Ownership: The agreement specifies the number and type of shares each stockholder owns, establishing their ownership rights and the percentage of voting power they hold. 3. Stock Transfer Restrictions: It sets out the restrictions on transferring shares, including limitations on selling, gifting, or pledging them, to protect the interests of all stockholders. 4. Voting Rights: The agreement outlines the voting procedures and the rules regarding the exercise of voting rights by the stockholders. It may include provisions on majority or super majority votes for critical decisions. 5. Dividends and Distributions: This section details the guidelines for the distribution of profits or dividends, ensuring fair treatment of stockholders and determining the timing and amount of dividend payments. 6. Board Representation and Management: The Pennsylvania Stockholders Agreement may specify the allocation of board seats to the stockholders and set guidelines for the appointment and removal of directors. 7. Obligations and Restrictions: It outlines the responsibilities and obligations of the stockholders, including restrictions on competition, confidentiality, and non-disclosure agreements. 8. Resolution of Disputes: The agreement typically includes provisions for the resolution of disputes, such as arbitration or mediation, to provide a mechanism for resolving conflicts between the parties. Types of Pennsylvania Stockholders Agreements between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc.: 1. Acquisition Agreement: This type of stockholders agreement may be used when one company acquires another, outlining the terms and conditions of the acquisition and addressing any specific considerations related to the transaction. 2. Voting Agreement: In cases where one stockholder seeks to consolidate their voting power or influence over the company's decisions, a voting agreement may be utilized to regulate the voting behavior and commitments of the stockholders involved. 3. Shareholders' Rights Agreement: This type of agreement focuses on safeguarding the rights and privileges of the stockholders, including protection against dilution, approval of major corporate actions, and ensuring fair treatment in corporate governance matters. In conclusion, the Pennsylvania Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. is a comprehensive legal contract that governs the relationship between the stockholders involved. It guarantees transparency, regulates share ownership, outlines voting rights, and establishes guidelines for dividend distribution and board representation. Different types of stockholder agreements include acquisition agreements, voting agreements, and shareholders' rights agreements, depending on the specific objectives and circumstances of the involved companies.

The Pennsylvania Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. is a legal contract that outlines the rights, obligations, and responsibilities of the stockholders involved. This agreement is designed to govern the relationship between the parties and ensure transparency and fairness in their dealings. The Pennsylvania Stockholders Agreement serves as a binding document that specifies the rules regarding the transfer of shares, voting rights, dividends, and corporate decisions. It establishes the framework within which the stockholders are expected to operate, ensuring a harmonious and efficient functioning of the companies involved. Key components and provisions of the Pennsylvania Stockholders Agreement: 1. Definitions: The agreement begins by clearly defining various terms and phrases used throughout the document to avoid any confusion or misinterpretation. 2. Share Ownership: The agreement specifies the number and type of shares each stockholder owns, establishing their ownership rights and the percentage of voting power they hold. 3. Stock Transfer Restrictions: It sets out the restrictions on transferring shares, including limitations on selling, gifting, or pledging them, to protect the interests of all stockholders. 4. Voting Rights: The agreement outlines the voting procedures and the rules regarding the exercise of voting rights by the stockholders. It may include provisions on majority or super majority votes for critical decisions. 5. Dividends and Distributions: This section details the guidelines for the distribution of profits or dividends, ensuring fair treatment of stockholders and determining the timing and amount of dividend payments. 6. Board Representation and Management: The Pennsylvania Stockholders Agreement may specify the allocation of board seats to the stockholders and set guidelines for the appointment and removal of directors. 7. Obligations and Restrictions: It outlines the responsibilities and obligations of the stockholders, including restrictions on competition, confidentiality, and non-disclosure agreements. 8. Resolution of Disputes: The agreement typically includes provisions for the resolution of disputes, such as arbitration or mediation, to provide a mechanism for resolving conflicts between the parties. Types of Pennsylvania Stockholders Agreements between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc.: 1. Acquisition Agreement: This type of stockholders agreement may be used when one company acquires another, outlining the terms and conditions of the acquisition and addressing any specific considerations related to the transaction. 2. Voting Agreement: In cases where one stockholder seeks to consolidate their voting power or influence over the company's decisions, a voting agreement may be utilized to regulate the voting behavior and commitments of the stockholders involved. 3. Shareholders' Rights Agreement: This type of agreement focuses on safeguarding the rights and privileges of the stockholders, including protection against dilution, approval of major corporate actions, and ensuring fair treatment in corporate governance matters. In conclusion, the Pennsylvania Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. is a comprehensive legal contract that governs the relationship between the stockholders involved. It guarantees transparency, regulates share ownership, outlines voting rights, and establishes guidelines for dividend distribution and board representation. Different types of stockholder agreements include acquisition agreements, voting agreements, and shareholders' rights agreements, depending on the specific objectives and circumstances of the involved companies.