This buy-sell agreement template determines and restricts how shares in an Ohio corporation may be transferred to third parties whether voluntarily, such as through a lifetime transfer, or involuntarily, such as through death or bankruptcy. This template includes practical guidance, drafting notes, alternate and optional clauses. All the provisions in this template are optional. Buy-sell agreements are tailored specifically to each situation. However, typical buy-sell provisions governing major incidents are included in this template, such as death, disability, divorce, and irreconcilable disagreement. The optional clauses provide language for two approaches: the first approach gives the corporation the option to buy the shares to be transferred, and if the corporation declines, the option goes to the other shareholders; and the second approach imposes an obligation on the corporation to buy the shares that are proposed to be transferred. This agreement may be used as a stand-alone document or appended to a shareholders' agreement. For guidance on share transfer rights and restrictions, see Corporation Stock and Stockholders (OH Corporation).