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Right of First Refusal Clause for Shareholders' Agreement

Bexar Texas Right of First Refusal Clause for Shareholders' Agreement

Name: Bexar Texas Right of First Refusal Clause for Shareholders' Agreement
Brand: US Legal Forms
Rating: 4.68 (364 reviews)

Category:

Corporations - Shareholders and Stock

State:

Multi-State

County:

Bexar

Control #:

US-01770

Format:

Instant download

Description

This is a model clause for a shareholder's agreement addressing Right of First Refusal. If a shareholder wishes to sell shares, the company will be given notice and has the right to buy the shares during a certain limited time period. Adapt to fit your circumstances.

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How to fill out Bexar Texas Right Of First Refusal Clause For Shareholders' Agreement?

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FAQ

The right of first refusal (ROFR) is a contractual right that can impact your business and future opportunities. Simply put, the ROFR gives the holder of the right the option to enter into a transaction before anyone else.

The Right of First Refusal shall terminate as to any Shares upon the earlier of (i) the first sale of Common Stock of the Company to the general public, or (ii) a Change in Control in which the successor corporation has equity securities that are publicly traded.

Once that is done the ROFR holder has the option of purchasing the property instead or waiving their ROFR and allowing another sale to go through. To get to closing, a title company has to have a signed Waiver of Right of First Refusal document in the file before funding can occur.

The right of first refusal granted herein shall terminate (i)with respect to any particular First Refusal Space upon the failure by Tenant to exercise its right of first refusal with respect to the First Refusal Space so offered by Landlord pursuant to the terms of this Section1.

The right of first refusal is a standard clause in many stockholders agreements. It requires a stockholder who has received an offer from a third party to purchase any or all of its shares in a company to offer those shares to the other stockholders before consummating the sale to the third party.

For example, a commercial tenant may prefer to lease a location; however, he may buy the premises if it meant that he would be evicted if the property sold to a new owner. In such a case, the tenant would negotiate to have a right of first refusal clause incorporated into his lease.

When a lease contract contains a right of first refusal, the lessor is under a legal duty to the lessee not to sell to anybody at any price until after he has made an offer to sell to the latter at a certain price and the lessee has failed to accept it.

When discussing real estate, the term right of first refusal (ROFR), also called the first right of refusal, refers to the contractual right given to an interested party that allows them to be the first buyer to submit an offer on a specified property.

Within 30 days after receipt of the Seller's Notice, the Company shall have the right to purchase all or any portion of the shares so offered at the price and on the terms and conditions stated in the Seller's Notice.

Right of first refusal (RFR or ROFR) has multiple meanings: In the context of a corporation, an ROFR is a contractual obligation of a shareholder to offer to sell its shares to the other holders (or sometimes back to the corporation) after receiving a bona fide offer to purchase from a third party.

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PART II AGREEMENT CLAUSES. "Standard Federal Equal Employment Opportunity Construction.Shall not be prepayments made in the first two (2) Payment Years. Interest in a specific function or service. Intergovernmental agreements can be structured in three ways. 1110 Child Protective Services Right of Placement . Final Acceptance Deadline is defined in the DesignBuild Agreement. Janssen other than those provided for in the Agreement, or contain any provision inconsistent with any provision of the Agreement. Housing ownership is significant in the senior population over the age of 65.

Bexar Texas Right of First Refusal Clause for Shareholders' Agreement

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What right does a right of first refusal provide to the holder?

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