Rhode Island 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 Rhode Island Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. is a legally binding contract that outlines the rights and obligations of the stockholders of the companies involved. This agreement is specific to the state of Rhode Island and serves as a comprehensive framework for managing and protecting the interests of the stockholders. The primary purpose of the Rhode Island Stockholders Agreement is to ensure smooth corporate governance and promote transparency and fairness among the stockholders. It establishes the terms and conditions relating to the ownership, transfer, and voting rights of the company's stock. Additionally, the agreement outlines the roles and responsibilities of the stockholders, including their participation in decision-making processes, shareholder meetings, and the exercise of voting rights. The Rhode Island Stockholders Agreement may include various types or provisions to address specific aspects of the stockholder-company relationship. Some possible types of provisions that could be included are: 1. Transfer Restrictions: This provision sets forth the restrictions or limitations on the transfer of stock. It may outline the procedures and requirements for selling, gifting, or transferring ownership of shares, thereby protecting the interests of existing stockholders and preventing unwanted transfers. 2. Preemptive Rights: This provision grants existing stockholders the right to purchase additional shares before they are offered to external parties. It ensures that stockholders maintain their proportional ownership stakes in the company and protects them from dilution. 3. Tag-Along Rights: In the event of a sale or transfer of a significant portion of the company's shares, this provision allows minority stockholders to "tag along" and sell their shares on the same terms and conditions as the majority stockholders. It ensures they have the opportunity to equally benefit from any potential transactions. 4. Drag-Along Rights: Conversely, this provision allows majority stockholders to "drag along" the minority stockholders in the case of a sale or transfer. It enables the majority stockholders to compel minority stockholders to sell their shares on the same terms, streamlining potential transactions. 5. Right of First Refusal: This provision provides existing stockholders with the right to purchase additional shares before they are offered to external parties. It allows stockholders to maintain their ownership percentages and prevents unauthorized dilution. 6. Governance and Decision Making: The agreement may specify the procedures for stockholder meetings, voting requirements, and decision-making processes. It could define the roles and responsibilities of the board of directors, executive officers, and any committees established by the agreement. It is worth noting that the specific provisions and types of the Rhode Island Stockholders Agreement can vary depending on the parties involved and their specific needs and objectives. Furthermore, it is essential for the parties to consult legal professionals to tailor the agreement to their unique circumstances and ensure compliance with Rhode Island state laws and regulations.

Rhode Island Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. is a legally binding contract that outlines the rights and obligations of the stockholders of the companies involved. This agreement is specific to the state of Rhode Island and serves as a comprehensive framework for managing and protecting the interests of the stockholders. The primary purpose of the Rhode Island Stockholders Agreement is to ensure smooth corporate governance and promote transparency and fairness among the stockholders. It establishes the terms and conditions relating to the ownership, transfer, and voting rights of the company's stock. Additionally, the agreement outlines the roles and responsibilities of the stockholders, including their participation in decision-making processes, shareholder meetings, and the exercise of voting rights. The Rhode Island Stockholders Agreement may include various types or provisions to address specific aspects of the stockholder-company relationship. Some possible types of provisions that could be included are: 1. Transfer Restrictions: This provision sets forth the restrictions or limitations on the transfer of stock. It may outline the procedures and requirements for selling, gifting, or transferring ownership of shares, thereby protecting the interests of existing stockholders and preventing unwanted transfers. 2. Preemptive Rights: This provision grants existing stockholders the right to purchase additional shares before they are offered to external parties. It ensures that stockholders maintain their proportional ownership stakes in the company and protects them from dilution. 3. Tag-Along Rights: In the event of a sale or transfer of a significant portion of the company's shares, this provision allows minority stockholders to "tag along" and sell their shares on the same terms and conditions as the majority stockholders. It ensures they have the opportunity to equally benefit from any potential transactions. 4. Drag-Along Rights: Conversely, this provision allows majority stockholders to "drag along" the minority stockholders in the case of a sale or transfer. It enables the majority stockholders to compel minority stockholders to sell their shares on the same terms, streamlining potential transactions. 5. Right of First Refusal: This provision provides existing stockholders with the right to purchase additional shares before they are offered to external parties. It allows stockholders to maintain their ownership percentages and prevents unauthorized dilution. 6. Governance and Decision Making: The agreement may specify the procedures for stockholder meetings, voting requirements, and decision-making processes. It could define the roles and responsibilities of the board of directors, executive officers, and any committees established by the agreement. It is worth noting that the specific provisions and types of the Rhode Island Stockholders Agreement can vary depending on the parties involved and their specific needs and objectives. Furthermore, it is essential for the parties to consult legal professionals to tailor the agreement to their unique circumstances and ensure compliance with Rhode Island state laws and regulations.