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.
Wyoming Right of First Refusal and Co-Sale Agreement is a legal document that outlines the rights and obligations of parties involved in a potential sale or transfer of ownership of certain assets or equity interests in a Wyoming-based business. This agreement grants the existing shareholders or business partners the right to purchase the offered interest before it is sold to a third party, ensuring that they have the opportunity to maintain their proportionate ownership or investment. Keywords: Wyoming, Right of First Refusal, Co-Sale Agreement, transfer of ownership, equity interests, shareholders, business partners, assets, purchase, third party, proportionate ownership. There are two main types of Wyoming Right of First Refusal and Co-Sale Agreements: 1. Wyoming Right of First Refusal Agreement: This type of agreement grants the existing shareholders or business partners the right to purchase the offered shares or assets before they are sold to a third party. If a shareholder intends to sell their shares, they must first provide a written offer to the other shareholders, giving them an opportunity to purchase the offered shares on the same terms and conditions. The Right of First Refusal protects the existing shareholders from potential dilution of their ownership interests and ensures that they have the chance to maintain their proportionate ownership in the company. If the other shareholders choose not to exercise their right to purchase, the selling shareholder is then free to sell the shares to a third party. 2. Wyoming Co-Sale Agreement: A Co-Sale Agreement, also known as a Tag-Along Right, provides protection to minority shareholders in a situation where a majority shareholder intends to sell their shares to a third party. This agreement allows minority shareholders to "tag along" with the majority shareholder and sell their shares on the same terms and conditions, ensuring that they are not left behind or forced to sell their shares at a disadvantageous price. The Co-Sale Agreement aims to provide fair treatment to minority shareholders by giving them the option to participate in a sale whenever a majority shareholder triggers a sale transaction. This helps maintain a level playing field and protects minority shareholders from potential losses or disadvantages resulting from an unsolicited sale. In conclusion, the Wyoming Right of First Refusal and Co-Sale Agreement offers essential legal protections to shareholders and business partners in Wyoming-based companies. It ensures that existing parties have the first opportunity to purchase offered shares or assets before they are sold to third parties, maintaining their proportionate ownership and avoiding potential dilution. Furthermore, the Co-Sale Agreement protects minority shareholders by granting them the right to sell their shares alongside majority shareholders in case of an unsolicited sale. These agreements safeguard the interests and rights of all parties involved in ownership transfers within Wyoming businesses.
