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Right of First Refusal Clause for Shareholders' Agreement

Philadelphia Pennsylvania Right of First Refusal Clause for Shareholders' Agreement

Name: Philadelphia Pennsylvania 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:

Philadelphia

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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FAQ

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.

A generic right of first refusal (ROFR) provision that restricts a contracting party from accepting a third-party offer to enter into a specified transaction without first offering the terms proposed by the third party to the holder of the ROFR.

What Is the Difference Between Right of First Offer and Right of First Refusal? A right of first offer gives the holder the right to submit the first bid on the potential sale of a property. A right of first refusal gives the holder the right to match or refuse to match an offer that has been made to a seller.

Most of us are familiar with the right of first refusal (ROFR) but not with the right of first offer (ROFO). Generally, a ROFR is advantageous to the purchaser and the ROFO is advantageous to the seller.

A right of first refusal (ROFR) is an option contract whereby the holder of the right has the future option to purchase property when the owner intends to sell it. The holder of the ROFR has the right to purchase the property prior to any other third party who seeks to purchase it.

With the right of first offer, a business partner or tenant is granted the right to make the first offer on a business or property. The seller is free to accept or reject the offer, and the seller is always free to return to the buyer if he can't get a better deal.

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.

Definition of (the right of) first refusal : the right to have the first choice to buy something on the same terms as offered to someone else.

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.

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.

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52.104 Procedures for modifying and completing provisions and clauses. But just because your house or apartment is going on the market doesn't necessarily mean you're out on the street right away.Right of First Refusal. "First complete advertisement of the grant of letters. In the context of an acquisition, shareholders can sell their shares back to the SPAC. Purchaser has not directly or indirectly offered the. Of the shareholder corporation, from its origins in the provision of public investment to its modern 'financialised' incarnation, complete. Although subsequently cited as a Contract Clause case (Piqua Branch Bank v. To file a claim, fill out the form below and attach the necessary documents related to the repair. Ae (link is only available in the UAE).

Philadelphia Pennsylvania Right of First Refusal Clause for Shareholders' Agreement

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