A right of first refusal (“ROFR”) is a legal arrangement where the right to buy a property is held by a specific party that is not the owner of the property. If the owner of the property decides to sell the property, then the party with the ROFR can choose to buy it, and the owner will have to sell it to that party.
An example of a party that often has a ROFR is condominium associations. If an owner wants to sell a condominium unit and the association has a ROFR, then the association has the right to purchase the condo unit from the seller before the seller can sell the condo unit to anyone else.
Another example of a party that might have a ROFR is tenants. A ROFR might be written into the tenant’s lease or it might be included in a private contract between the tenant and landlord.
If a party has a ROFR, then the owner/seller of the property needs to provide proper notice of a pending sale to the party who holds the ROFR and provide the terms and price of the prospective sale. The party who holds the ROFR then has a period of time to determine whether to buy the property on those terms. If the party holding the ROFR accepts the terms, then a binding purchase contract would be formed. See The Blind Monk, LLC v. USO NORGE WHITNEY, LLC, 368 So. 3d 980, 985 (Fla. 4th DCA 2023).