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.
West Virginia Right of First Refusal and Co-Sale Agreement is a legal document that outlines the rights and obligations of parties involved in a sale or transfer of ownership interest in a company or property located within the state of West Virginia. This agreement allows a specific party, typically an existing shareholder or owner, to have the first opportunity to purchase the interest being sold before it is offered to a third party. In West Virginia, there are certain types or variations of the Right of First Refusal and Co-Sale Agreement, including: 1. Standard Right of First Refusal Agreement: This agreement grants an existing shareholder or owner the right to purchase the interest being sold at the same terms and conditions offered by a third-party buyer. The selling party must provide a written offer to the right holder, who then has a specified period of time to accept or decline the offer. 2. Right of First Refusal with Co-Sale Agreement: This agreement combines the right of first refusal with a co-sale provision, also known as a tag-along right. In addition to the right to purchase the interest being sold, existing shareholders have the option to sell their proportionate share along with the selling shareholder's interest, ensuring fairness and protecting their investment. 3. Right of First Refusal with Preemptive Rights Agreement: This type of agreement grants the existing shareholder or owner not only the opportunity to purchase the interest being sold, but also provides preemptive rights. This means that the right holder can acquire a proportionate share of any additional interests the selling party intends to transfer in the future, ensuring they maintain their ownership percentage. 4. Right of First Refusal with Right to Delay Agreement: This agreement allows the existing shareholder or owner to delay the sale of their interest until a specified time or event occurs. This gives the right holder more flexibility in deciding whether to exercise their right of first refusal. 5. Right of First Refusal with Buyout Option Agreement: This type of agreement includes a buyout provision, which allows the existing shareholder or owner to buy out the selling party's interest entirely, rather than just the proportionate share being sold. This can be advantageous in situations where the right holder wishes to obtain full control over the company or property. It's important to seek legal advice when drafting or entering into any West Virginia Right of First Refusal and Co-Sale Agreement, as the specific terms and conditions may vary based on the parties involved and the nature of the transaction.
