Standstill and Deposition Agreement by Efficient Networks, Inc. and Cabletron Systems, Inc.
About this form
The Standstill and Deposition Agreement by Efficient Networks, Inc. and Cabletron Systems, Inc. is a legal document that outlines the terms and conditions surrounding the ownership of voting securities. This agreement, dated December 17, 1999, specifies the rules regarding share ownership, voting rights, and transfer restrictions, making it essential for parties involved in such financial transactions. Unlike other agreements, this document details how parties will conduct themselves regarding the ownership and voting of specific securities to ensure compliance and protect their interests.
What’s included in this form
- Definitions: Key terms relevant to the agreement are clearly defined.
- Standstill Provisions: Outlines restrictions on acquiring additional voting securities without consent.
- Voting Rights: Procedures for how shares must be voted by Cabletron and its affiliates.
- Transfer Restrictions: Specifies the limitations on the sale or transfer of securities.
- Registration Rights: Details the rights for public registration of securities under various conditions.
- Miscellaneous Provisions: Covers legal jurisdiction, terminology, and amendments.
When to use this form
This form should be utilized during transactions where one company (in this case, Cabletron) secures certain rights and restrictions on voting securities of another company (Efficient Networks, Inc.). It is particularly relevant in mergers, acquisitions, and transactions involving multiple parties with significant stakeholdings, facilitating clarity in the governance and management of the involved entities.
Who this form is for
- Corporate directors and executives involved in mergers or acquisitions.
- Legal professionals representing corporate clients in securities matters.
- Shareholders looking to understand their rights and restrictions regarding voting securities.
- Investors and parties interested in negotiating terms for substantial shareholdings.
Completing this form step by step
- Identify the parties involved: Clearly state the names and addresses of Efficient Networks, Inc. and Cabletron Systems, Inc.
- Specify the date: Enter the effective date of the agreement (December 17, 1999).
- Detail ownership rights: Clearly outline the terms related to the ownership of voting securities.
- Include voting procedures: Define how voting rights are to be exercised by Cabletron.
- Address transfer restrictions: Specify the limitations on transfer mechanisms and terms under which they may be altered.
Notarization requirements for this form
Notarization is generally not required for this form. However, certain states or situations might demand it. You can complete notarization online through US Legal Forms, powered by Notarize, using a verified video call available anytime.
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Make edits, fill in missing information, and update formatting in US Legal Forms—just like you would in MS Word.
Download a copy, print it, send it by email, or mail it via USPS—whatever works best for your next step.
Sign and collect signatures with our SignNow integration. Send to multiple recipients, set reminders, and more. Go Premium to unlock E-Sign.
If this form requires notarization, complete it online through a secure video call—no need to meet a notary in person or wait for an appointment.
We protect your documents and personal data by following strict security and privacy standards.
Typical mistakes to avoid
- Failing to clearly define key terms in the agreement.
- Neglecting to specify the voting procedures accurately.
- Not detailing restrictions on transfer, leading to potential legal complications.
- Overlooking compliance with applicable securities laws.
Benefits of completing this form online
- Convenience of downloading and customizing the agreement to fit specific transaction needs.
- Access to forms drafted by licensed attorneys, ensuring legal accuracy and compliance.
- Ability to save time and reduce costs compared to traditional legal consultation.
Legal use & context
- This agreement is enforceable under corporate law governing securities.
- It serves to protect both parties' interests in the transfer and management of voting rights.
- The provisions outlined are subject to federal and state securities regulations.
What to keep in mind
- The Standstill and Deposition Agreement governs voting rights and restrictions on the transfer of securities.
- Essential for corporate transactions involving significant ownership stakes.
- It must be completed carefully to ensure compliance and legal validity.
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FAQ
A standstill agreement was an agreement signed between the newly independent dominions of India and Pakistan and the princely states of the British Indian Empire prior to their integration in the new dominions. The form of the agreement was bilateral between a dominion and a princely state.
: a state characterized by absence of motion or of progress : stop brought traffic to a standstill.
A standstill provision is generally only included in an NDA when the seller is a public company.These provisions are meant to protect the public company seller against a hostile buyer following failed negotiations.
A subordination and standstill agreement defines the specific or general collateral used, the junior lender's rights to payments and the priority of those rights.In a subordination and standstill agreement, the junior lender agrees to notify the senior lender in the event of the company's default on the junior loan.
A standstill agreement was an agreement signed between the newly independent dominions of India and Pakistan and the princely states of the British Indian Empire prior to their integration in the new dominions. The form of the agreement was bilateral between a dominion and a princely state.