Travis Texas Co-Sale Agreement is a legal document that outlines the rights and obligations of certain individuals or entities who hold equity interests in a company. It is specifically designed to protect the interests of investors who are not part of the company's management team, commonly known as minority shareholders or non-controlling investors. The Travis Texas Co-Sale Agreement serves as a mechanism to provide minority shareholders with the opportunity to sell their shares on the same terms and conditions as a majority shareholder or a group of shareholders who wish to sell their shares. This helps prevent non-controlling investors from being left behind while a majority stakeholder or the company's management group sells their shares for a profit. Key provisions included in the Travis Texas Co-Sale Agreement typically address the following aspects: 1. Co-Sale Right: This provision allows minority shareholders to join in the sale of shares initiated by the majority stakeholders, thereby granting them the same benefits, including the sale price and terms. 2. Offer Notice: The agreement usually requires the majority shareholders or the company to provide written notice to the minority shareholders about a potential sale. This notice typically includes important details such as the offered price, the number of shares being sold, and the expected closing date. 3. Timeframe and Acceptance: The agreement defines a specific timeframe within which the minority shareholders must decide whether to exercise their co-sale right. If they choose to participate, they must provide a formal notice of acceptance within this timeframe. 4. Share Allocation: In situations where the demand from minority shareholders exceeds the available shares for sale, the agreement may include provisions specifying the proportionate allocation of shares among interested parties. 5. Transfer Restrictions: The agreement might impose certain restrictions on the transfer of shares, including obligations to obtain approvals from other shareholders or certain conditions that must be met for the transfer to be valid. It's important to note that the Travis Texas Co-Sale Agreement can take different forms depending on the specific requirements and preferences of the parties involved. Some variations include: 1. Traditional Co-Sale Agreement: This is the most common form and includes the standard provisions as outlined above. 2. Co-Sale Agreement with Right of First Refusal: In addition to the co-sale rights, this type of agreement grants minority shareholders the first opportunity to purchase any shares being sold by the majority shareholders on the same terms offered to external buyers. 3. Co-Sale Agreement with Drag-Along Provision: This type of agreement allows majority shareholders to compel minority shareholders to participate in the sale of shares, usually in the event of a significant acquisition or investment opportunity. The minority shareholders must sell their shares on the same terms and conditions as the majority shareholders. In conclusion, the Travis Texas Co-Sale Agreement is a powerful tool for safeguarding minority shareholders' interests and ensuring fair treatment during share transfers. By understanding its various provisions and types, individuals and entities can make informed decisions when negotiating and executing such agreements.