Cuyahoga Ohio Investor Rights Agreement regarding the purchase of Series C Preferred Stock shares

• Category: Corporations - Public - Rights
• State: Multi-State
• County: Cuyahoga
• Control #: US-EG-9283
• Format: Word; Rich Text

Description

Investory Rights Agreement between Apple Computer, Inc., Limited and Earthlink Networkd, Inc. dated January 4, 2000. 23 pages. The Cuyahoga Ohio Investor Rights Agreement is a crucial legal document that governs the purchase and ownership of Series C Preferred Stock shares in Cuyahoga, Ohio. This agreement outlines the specific rights and obligations of investors who hold these shares, providing them with certain safeguards and privileges. Key provisions within the Cuyahoga Ohio Investor Rights Agreement include: 1. Preferred Stock Conversion Rights: This section outlines the conditions and procedures for converting Series C Preferred Stock shares into common stock, enabling investors to participate in potential future gains and increased liquidity. 2. Dividend Rights: The agreement describes the dividend preferences and rights of Series C Preferred Stockholders, including any cumulative or non-cumulative features. It may also specify whether preferred stockholders have a right to participate in any additional dividends paid to common stockholders. 3. Voting Rights: Investors who hold Series C Preferred Stock may have specific voting rights, such as the ability to vote on matters that directly impact their preferred shares, like a merger or sale of the company. The agreement clarifies the extent of voting powers and any limitations imposed. 4. Protective Provisions: To safeguard the interests of Series C Preferred Stockholders, the agreement may include protective provisions, allowing these investors to consent or veto specific corporate actions that could materially impact their rights or position within the company. 5. Liquidation Preferences: In the event of a liquidation, sale, or winding up of the company, the agreement defines the order of distribution among different classes of shares. Preferred stockholders typically have a higher priority for receiving payments or assets, ensuring their investment is given appropriate consideration. 6. Transferability and Registration Rights: The agreement may outline the conditions and restrictions for transferring Series C Preferred Stock, as well as any registration rights granted to allow preferred stockholders to freely sell or transfer their shares in the future. It is essential to note that while the general structure and provisions of the Cuyahoga Ohio Investor Rights Agreement may remain consistent, there might be separate agreements or modifications tailored specifically for different issuance or scenarios. For example, if there are multiple rounds of fundraising involving Series C Preferred Stock, each round may have a distinct agreement, such as Series C-1 Investor Rights Agreement or Series C-2 Investor Rights Agreement. These additional agreements would typically build upon the original Cuyahoga Ohio Investor Rights Agreement but might contain nuanced terms to address specific circumstances related to each issuance. Investors considering the purchase of Series C Preferred Stock in Cuyahoga, Ohio, should carefully review the specific terms and conditions outlined in the appropriate investor rights agreement to fully understand their rights, limitations, and potential benefits associated with their investment. Seeking legal advice is always recommended ensuring a comprehensive understanding of the agreement and its implications.

The Cuyahoga Ohio Investor Rights Agreement is a crucial legal document that governs the purchase and ownership of Series C Preferred Stock shares in Cuyahoga, Ohio. This agreement outlines the specific rights and obligations of investors who hold these shares, providing them with certain safeguards and privileges. Key provisions within the Cuyahoga Ohio Investor Rights Agreement include: 1. Preferred Stock Conversion Rights: This section outlines the conditions and procedures for converting Series C Preferred Stock shares into common stock, enabling investors to participate in potential future gains and increased liquidity. 2. Dividend Rights: The agreement describes the dividend preferences and rights of Series C Preferred Stockholders, including any cumulative or non-cumulative features. It may also specify whether preferred stockholders have a right to participate in any additional dividends paid to common stockholders. 3. Voting Rights: Investors who hold Series C Preferred Stock may have specific voting rights, such as the ability to vote on matters that directly impact their preferred shares, like a merger or sale of the company. The agreement clarifies the extent of voting powers and any limitations imposed. 4. Protective Provisions: To safeguard the interests of Series C Preferred Stockholders, the agreement may include protective provisions, allowing these investors to consent or veto specific corporate actions that could materially impact their rights or position within the company. 5. Liquidation Preferences: In the event of a liquidation, sale, or winding up of the company, the agreement defines the order of distribution among different classes of shares. Preferred stockholders typically have a higher priority for receiving payments or assets, ensuring their investment is given appropriate consideration. 6. Transferability and Registration Rights: The agreement may outline the conditions and restrictions for transferring Series C Preferred Stock, as well as any registration rights granted to allow preferred stockholders to freely sell or transfer their shares in the future. It is essential to note that while the general structure and provisions of the Cuyahoga Ohio Investor Rights Agreement may remain consistent, there might be separate agreements or modifications tailored specifically for different issuance or scenarios. For example, if there are multiple rounds of fundraising involving Series C Preferred Stock, each round may have a distinct agreement, such as Series C-1 Investor Rights Agreement or Series C-2 Investor Rights Agreement. These additional agreements would typically build upon the original Cuyahoga Ohio Investor Rights Agreement but might contain nuanced terms to address specific circumstances related to each issuance. Investors considering the purchase of Series C Preferred Stock in Cuyahoga, Ohio, should carefully review the specific terms and conditions outlined in the appropriate investor rights agreement to fully understand their rights, limitations, and potential benefits associated with their investment. Seeking legal advice is always recommended ensuring a comprehensive understanding of the agreement and its implications.