This document is a standstill agreement for a firm that considering merger with another firm. It assures that the status quo remains while the partners pursue various alternatives.
Washington Standstill Agreements
Category:
State:
Multi-State
Control #:
US-L0804
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Word;
PDF;
Rich Text
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FAQ
Example: if a party, in a trade agreement, commits to allowing 30% foreign ownership in domestic companies and later on decides unilaterally to allow 40%, the party can re-introduce the original level of 30% whenever it wishes (but it cannot restrict further below 30%).
A standstill agreement prevents a party from issuing proceedings during the currency of that agreement. As such a standstill agreement is a voluntary contractual arrangement between the parties to pause limitation for an agreed length of time (typically 3-6 months).
Standstill agreements to extend or suspend a limitation period have become a regular feature of civil litigation. They enable the parties to focus on the pre-action protocol requirements without worrying about limitation. They can also save the cost of the court issue fee if the dispute settles pre-action.
It has advantages and can ease the pressure associated with limitation deadlines. It allows parties time to consider the merits of the claim and/or the defence; and gives some breathing space to explore a resolution without needing to spend otherwise unnecessary time and costs heading down the route of litigation.
A standstill agreement is a contract that contains provisions that govern how a bidder of a company can purchase, dispose of, or vote stock of the target company. A standstill agreement can effectively stall or stop the process of a hostile takeover if the parties cannot negotiate a friendly deal.
The standstill agreement prevents these potential buyers from publicly announcing a bid for the target, without first acquiring the consent of the target (the public company exploring a sale). In this sense, the standstill agreement is seen to help the target company control the bidding process.
An agreement in which a hostile bidder agrees to limit its holdings in a target company. A standstill agreement stops the takeover bid from progressing for a period of time.
An investor makes a purchase of shares in a company which brings their holdings to 45%. Concerned about the potential for a controlling share takeover by the investor, the company enters negotiations over a standstill, which prevents further purchasing beyond this point.