Investor rights
What is Right of First Refusal (ROFR)?
Gives the company (and sometimes other shareholders) the first chance to buy stock a shareholder wants to sell - before any outside buyer.
A Right of First Refusal lets the company match any third-party offer for a shareholder's stock before the sale can close. Standard in startup stockholder agreements to prevent shares from drifting to unwanted buyers. If the company doesn't exercise its ROFR, the seller can complete the sale on the original terms. Common variants include shareholder-level ROFR (other shareholders can step in) and company-only ROFR.