Stockholders Agreement between America Online, Inc., MQ Acquisition, Inc., and Mapquest.Com, Inc. dated December 21, 1999. 11 pages
Title: Cuyahoga Ohio Stockholders Agreement: Detailed Description and Types Introduction: The Cuyahoga Ohio Stockholders Agreement governs the relationship between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. This agreement outlines the rights, responsibilities, and obligations of the parties involved, ensuring transparency and accountability in their interactions. Let's delve into a detailed description of this agreement and explore potential types of such agreements. Detailed Description: The Cuyahoga Ohio Stockholders Agreement serves as a legally binding contract between America Online, Inc. (AOL), ME Acquisition, Inc. (MAI), and MapQuest. Com, Inc. (MapQuest). The agreement covers various aspects of their stockholder ship and outlines the terms and conditions that all parties must adhere to. 1. Parties Involved: The agreement primarily involves AOL, MAI, and MapQuest. AOL, a prominent Internet service provider and web portal, acquired MapQuest, a leading provider of online mapping services, through its subsidiary MAI. This agreement aims to facilitate and regulate the collaboration between the involved parties. 2. Ownership Rights and Responsibilities: The agreement outlines the rights and responsibilities of each party concerning their shareholding in MapQuest. It addresses issues such as transferability of shares, protection of intellectual property rights, and voting rights in important matters. The agreement establishes guidelines for exercising stockholder rights, including information sharing and participation in decision-making processes. 3. Non-Compete and Non-Disclosure: To maintain the competitiveness and confidentiality of MapQuest's strategic information, the agreement may include non-compete and non-disclosure clauses. These provisions restrict the stockholders' ability to engage in activities that may be deemed competitive to MapQuest or disclose confidential information to third parties. 4. Dispute Resolution Mechanisms: To ensure smooth operations and mitigate potential conflicts, the agreement may include dispute resolution mechanisms. This could involve arbitration, mediation, or other methods agreed upon by all parties. The aim is to resolve disagreements amicably, minimize legal disputes, and maintain a healthy working relationship. Potential Types of Stockholders Agreement: While there may not be specific types of Cuyahoga Ohio Stockholders Agreement defined for these parties, different agreements can be tailored based on specific requirements or circumstances. Examples of potential types of stockholders agreements related to Cuyahoga Ohio could include: 1. Stock Purchase Agreement: This type of agreement outlines the terms and conditions of the initial stock purchase and defines the obligations and rights of the stockholders involved. 2. Voting Agreement: A voting agreement primarily focuses on related matters, such as shares' voting rights, procedures for exercising these rights, and provisions for collective decision-making. 3. Shareholders' Rights Agreement: This agreement explicitly focuses on defining and protecting the rights of stockholders, such as access to information, inspection rights, and preemptive rights in cases of issuance of additional stock. Conclusion: The Cuyahoga Ohio Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. establishes the framework for their stockholders' relationship. It covers a wide range of provisions related to ownership, responsibilities, and dispute resolution. Although not specifically named types, various agreements can be tailored based on specific requirements, such as stock purchase agreements, voting agreements, and shareholders' rights agreements. This ensures clarity, stability, and harmonious collaboration between the involved parties in Cuyahoga Ohio.
Title: Cuyahoga Ohio Stockholders Agreement: Detailed Description and Types Introduction: The Cuyahoga Ohio Stockholders Agreement governs the relationship between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. This agreement outlines the rights, responsibilities, and obligations of the parties involved, ensuring transparency and accountability in their interactions. Let's delve into a detailed description of this agreement and explore potential types of such agreements. Detailed Description: The Cuyahoga Ohio Stockholders Agreement serves as a legally binding contract between America Online, Inc. (AOL), ME Acquisition, Inc. (MAI), and MapQuest. Com, Inc. (MapQuest). The agreement covers various aspects of their stockholder ship and outlines the terms and conditions that all parties must adhere to. 1. Parties Involved: The agreement primarily involves AOL, MAI, and MapQuest. AOL, a prominent Internet service provider and web portal, acquired MapQuest, a leading provider of online mapping services, through its subsidiary MAI. This agreement aims to facilitate and regulate the collaboration between the involved parties. 2. Ownership Rights and Responsibilities: The agreement outlines the rights and responsibilities of each party concerning their shareholding in MapQuest. It addresses issues such as transferability of shares, protection of intellectual property rights, and voting rights in important matters. The agreement establishes guidelines for exercising stockholder rights, including information sharing and participation in decision-making processes. 3. Non-Compete and Non-Disclosure: To maintain the competitiveness and confidentiality of MapQuest's strategic information, the agreement may include non-compete and non-disclosure clauses. These provisions restrict the stockholders' ability to engage in activities that may be deemed competitive to MapQuest or disclose confidential information to third parties. 4. Dispute Resolution Mechanisms: To ensure smooth operations and mitigate potential conflicts, the agreement may include dispute resolution mechanisms. This could involve arbitration, mediation, or other methods agreed upon by all parties. The aim is to resolve disagreements amicably, minimize legal disputes, and maintain a healthy working relationship. Potential Types of Stockholders Agreement: While there may not be specific types of Cuyahoga Ohio Stockholders Agreement defined for these parties, different agreements can be tailored based on specific requirements or circumstances. Examples of potential types of stockholders agreements related to Cuyahoga Ohio could include: 1. Stock Purchase Agreement: This type of agreement outlines the terms and conditions of the initial stock purchase and defines the obligations and rights of the stockholders involved. 2. Voting Agreement: A voting agreement primarily focuses on related matters, such as shares' voting rights, procedures for exercising these rights, and provisions for collective decision-making. 3. Shareholders' Rights Agreement: This agreement explicitly focuses on defining and protecting the rights of stockholders, such as access to information, inspection rights, and preemptive rights in cases of issuance of additional stock. Conclusion: The Cuyahoga Ohio Stockholders Agreement between America Online, Inc., ME Acquisition, Inc., and MapQuest. Com, Inc. establishes the framework for their stockholders' relationship. It covers a wide range of provisions related to ownership, responsibilities, and dispute resolution. Although not specifically named types, various agreements can be tailored based on specific requirements, such as stock purchase agreements, voting agreements, and shareholders' rights agreements. This ensures clarity, stability, and harmonious collaboration between the involved parties in Cuyahoga Ohio.