Delaware Right of First Refusal and Co-Sale Agreement

State:
Multi-State
Control #:
US-TC0211A
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Word; 
PDF; 
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Description

This is a "Right of First Refusal and Co-Sale Agreement." It is entered into by the corporation and the purchasers of preferred stock. It gives the company and the purchasers of preferred stock certain rights of refusal and options upon the transfer of stock.

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How to fill out Right Of First Refusal And Co-Sale Agreement?

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FAQ

Right of first refusal in real estate is a clause that gives a potential buyer the first opportunity to purchase a piece of property. It's common with, but not limited to, renters looking to buy from their landlords and families prepping for estate inheritances.

A ROFR is essentially an option to buy a property before it's sold to another buyer. The seller and the holder can choose to agree on a price and other terms in the ROFR or negotiate later. The option could end at a specific date in the future, and the owner doesn't have to sell if the terms aren't already established.

A right of first refusal is a clause used in contracts that allows one party the first opportunity to make an offer on a property. It is basically ?first dibs? in legal form.

If the tenant decides not to exercise that tenant's option, upon the expiration of the 90-day period, the option shall convert into a right of first refusal, meaning that the property shall not be sold to any other purchaser at any time, at any price or terms without first having been offered on the same terms to the ...

ROFR is a contractual obligation that binds both a prospective real estate buyer ? for example, a potential homeowner looking for an apartment, condo or single-family residence ? and a seller.

Tag-along rights also referred to as "co-sale rights," are contractual obligations used to protect a minority shareholder, usually in a venture capital deal. If a majority shareholder sells his stake, it gives the minority shareholder the right to join the transaction and sell their minority stake in the company.

A right of first refusal is a contractual right giving its holder the option to transact with the other contracting party before others can. The ROFR assures the holder that they will not lose their rights to an asset if others express interest.

Right of first refusal and co-sale agreement or ROFR for short, involves an agreement or clause that mandates a party provides notice before a transaction. Additionally, this agreement requires that an option is provided for the other party to refuse this transaction.

In some cases, a right of first refusal may give the holder the right to purchase the property at a specified ?bargain? price. Such provisions may be held unenforceable, especially if it is apparent that the specified price is significantly less than fair market value.

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Delaware Right of First Refusal and Co-Sale Agreement