Stockholders Agreement between America Online, Inc., MQ Acquisition, Inc., and Mapquest.Com, Inc. dated December 21, 1999. 11 pages
The Clark Nevada Stockholders Agreement is a legally binding contract between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc., aimed at regulating the relationship between these entities in terms of stock ownership and governance. This agreement delineates the rights, obligations, and responsibilities of the stockholders involved, in order to ensure clear and structured decision-making processes and protect the interests of all parties involved. Key provisions within the Clark Nevada Stockholders Agreement include the allocation of voting rights, the distribution of dividends or profit-sharing agreements, shareholder information rights, restrictions on transferring shares, and dispute resolution mechanisms. By addressing these fundamental aspects, the agreement establishes a framework that helps to maintain stability, transparency, and predictability within the stockholder relationship. Different types of Clark Nevada Stockholders Agreement may exist, depending on the specific circumstances and goals of the involved companies. Some variants could include: 1. Majority Voting Agreement: This type of agreement requires a majority vote from the stockholders to approve significant corporate actions, such as mergers, acquisitions, or changes in corporate structure. By establishing this requirement, it ensures that major decisions are made collectively, safeguarding the interests of each party. 2. Drag-Along Agreement: This agreement stipulates that if a majority stockholder decides to sell their shares, the minority stockholders must also sell their shares on the same terms and conditions. This provision prevents minority stockholders from obstructing potential sales that might be in the best interest of the majority. 3. Tag-Along Agreement: The tag-along provision allows minority stockholders to sell their shares alongside the majority stockholder, and on the same terms and conditions. It ensures that minority stockholders have the opportunity to exit their investment at the same pace and price as the majority, maintaining a fair and equitable arrangement. 4. Right of First Refusal: This provision grants existing stockholders the first opportunity to purchase additional shares being sold by a stockholder intending to sell. By offering this right, the agreement ensures that current stockholders have the chance to maintain their percentage share ownership and prevent dilution. In summary, the Clark Nevada Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc., is a comprehensive legal document that outlines the terms and conditions governing their stockholder relationship. Through various provisions tailored to their specific needs, these agreements establish a framework for effective corporate decision-making and protect the interests of all parties involved.
The Clark Nevada Stockholders Agreement is a legally binding contract between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc., aimed at regulating the relationship between these entities in terms of stock ownership and governance. This agreement delineates the rights, obligations, and responsibilities of the stockholders involved, in order to ensure clear and structured decision-making processes and protect the interests of all parties involved. Key provisions within the Clark Nevada Stockholders Agreement include the allocation of voting rights, the distribution of dividends or profit-sharing agreements, shareholder information rights, restrictions on transferring shares, and dispute resolution mechanisms. By addressing these fundamental aspects, the agreement establishes a framework that helps to maintain stability, transparency, and predictability within the stockholder relationship. Different types of Clark Nevada Stockholders Agreement may exist, depending on the specific circumstances and goals of the involved companies. Some variants could include: 1. Majority Voting Agreement: This type of agreement requires a majority vote from the stockholders to approve significant corporate actions, such as mergers, acquisitions, or changes in corporate structure. By establishing this requirement, it ensures that major decisions are made collectively, safeguarding the interests of each party. 2. Drag-Along Agreement: This agreement stipulates that if a majority stockholder decides to sell their shares, the minority stockholders must also sell their shares on the same terms and conditions. This provision prevents minority stockholders from obstructing potential sales that might be in the best interest of the majority. 3. Tag-Along Agreement: The tag-along provision allows minority stockholders to sell their shares alongside the majority stockholder, and on the same terms and conditions. It ensures that minority stockholders have the opportunity to exit their investment at the same pace and price as the majority, maintaining a fair and equitable arrangement. 4. Right of First Refusal: This provision grants existing stockholders the first opportunity to purchase additional shares being sold by a stockholder intending to sell. By offering this right, the agreement ensures that current stockholders have the chance to maintain their percentage share ownership and prevent dilution. In summary, the Clark Nevada Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc., is a comprehensive legal document that outlines the terms and conditions governing their stockholder relationship. Through various provisions tailored to their specific needs, these agreements establish a framework for effective corporate decision-making and protect the interests of all parties involved.