Right of First Refusal and Consideration for the Right of First Refusal

Have you dealt with a right of first refusal? “A right of first refusal is a right to elect to take specified property at the same price and on the same terms and conditions as those continued in good faith offer by a third person if the owner manifests a willingness to accept the offer.” A contractual right of first refusal must be supported by consideration to be enforceable.” Raj v. Sutherlin, 51 Fla.L.Weekly D73a (Fla. 4th DCA 2026) (internal citations omitted). In a recent case, an owner and buyer and into an addendum to a contract where the owner gave the buyer the...

19 April

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Properly Exercising the Right of First Refusal

Posted by David Adelstein

in Trial Perspectives

It is common for commercial leases or certain real estate transactions to include a right of first refusal. The right of first refusal can be a valuable option for a party to hold and a worthy option for a party to bargain for and ultimately exercise. But, if a party exercises the right of first refusal, it does not mean that the third party that lost the transaction will be happy about it. Many times, they are not happy because it is perceived as a lost deal. When it comes to a right of first refusal: It is true that “[a] right...

26 October

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Election of Remedies Doctrine and Claims for Specific Performance and Breach of Contract

Posted by David Adelstein

in Trial Perspectives

In an earlier article, I talked about the election of remedies doctrine. The purpose of this election of remedies doctrine is to preclude the plaintiff from obtaining a windfall by double-recovering its damages under alternative (or mutually exclusive) theories of liability. If a plaintiff could double recover on mutually exclusive theories of liability based on inconsistent facts, then plaintiffs would recover double than what they are rightfully entitled to. That isn't fair! Before a trial court can apply the election of remedies doctrine, it must determine whether the remedies are factually consistent. A party may not obtain judgment for two remedies...

right of first refusal Tag

Right of First Refusal and Consideration for the Right of First Refusal

Properly Exercising the Right of First Refusal

Election of Remedies Doctrine and Claims for Specific Performance and Breach of Contract