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Right Of First Refusal Agreement

Right Of First Refusal Agreement Template for Belgium

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Key Requirements PROMPT example:

Right Of First Refusal Agreement

"I need a Right of First Refusal Agreement for three commercial properties in Brussels, granting our retail company first rights to purchase these properties if the current owner decides to sell within the next 5 years, with a 30-day exercise period."

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Document background
The Right of First Refusal Agreement is a crucial legal instrument in Belgian commercial and property transactions, designed to protect potential buyers' interests by securing their priority position in future sales opportunities. This document becomes essential in various contexts, including real estate transactions, corporate asset sales, and business ownership transfers. Under Belgian law, the agreement must clearly stipulate the notification process, time frames for exercise of rights, and pricing mechanisms to ensure enforceability. It's particularly valuable in scenarios where long-term business relationships need to be protected or where strategic assets might be sold in the future. The agreement must comply with Belgian Civil Code requirements regarding contract formation and property rights, while also considering relevant commercial and competition laws.
Suggested Sections

1. Parties: Identification of all parties to the agreement, including full legal names, addresses, and registration details for corporate entities

2. Background: Context of the agreement, relationship between parties, and general purpose of the ROFR arrangement

3. Definitions: Definitions of key terms used throughout the agreement, including 'Right of First Refusal', 'Offer Notice', 'Exercise Period', etc.

4. Grant of Right of First Refusal: Clear statement of the ROFR grant, specifying the asset(s) covered and basic mechanism

5. Notice Requirements: Detailed procedures for how the grantor must notify the ROFR holder of a proposed sale, including required content of notices

6. Exercise Procedure: Process for exercising the ROFR, including timeframes, form of acceptance, and payment terms

7. Purchase Price and Terms: Mechanism for determining the purchase price and other key terms of sale

8. Duration and Termination: Period for which the ROFR remains valid and circumstances under which it may be terminated

9. Assignment and Transferability: Whether and how the ROFR may be assigned or transferred to other parties

10. Governing Law and Jurisdiction: Specification of Belgian law as governing law and designation of competent courts

11. Notices: Format and method for all formal communications between parties

12. Entire Agreement: Standard clause confirming the agreement represents the entire understanding between parties

Optional Sections

1. Multiple Assets: Section dealing with ROFR application to multiple assets or properties, used when the agreement covers more than one asset

2. Third Party Rights: Provisions regarding the rights of third parties, particularly relevant when the asset might be subject to other claims or rights

3. Registration Requirements: Specific provisions about registration of the ROFR, particularly important for real estate

4. Confidentiality: Provisions regarding confidentiality of the agreement and related transactions, important in business asset deals

5. Tag-Along Rights: Additional rights for the ROFR holder to participate in sales to third parties, useful in corporate contexts

6. Valuation Mechanism: Detailed procedures for independent valuation, useful when parties want specific price determination methods

7. Force Majeure: Provisions for unexpected events affecting the exercise of the ROFR

8. Competition Law Compliance: Specific provisions ensuring compliance with competition laws, important in larger commercial transactions

Suggested Schedules

1. Asset Description: Detailed description of the asset(s) subject to the ROFR, including any relevant registration numbers or identifiers

2. Form of Offer Notice: Template for the formal notice that must be given when triggering the ROFR

3. Exercise Notice Template: Standard form for exercising the ROFR

4. Excluded Transactions: List of specific transactions or transfers that are not subject to the ROFR

5. Pricing Methodology: Detailed methodology for determining the purchase price, if applicable

6. Required Consents: List of third-party consents or regulatory approvals required for transfer

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions






































Clauses



































Relevant Industries

Real Estate

Commercial Property

Manufacturing

Retail

Technology

Private Equity

Venture Capital

Agriculture

Energy

Mining

Telecommunications

Healthcare

Hospitality

Professional Services

Construction

Relevant Teams

Legal

Real Estate

Corporate Development

Mergers & Acquisitions

Business Development

Commercial

Property Management

Risk Management

Compliance

Investment

Asset Management

Relevant Roles

Chief Executive Officer

Chief Legal Officer

General Counsel

Legal Director

Corporate Lawyer

Real Estate Manager

Property Director

Business Development Director

Investment Manager

Mergers & Acquisitions Director

Commercial Director

Contract Manager

Asset Manager

Property Portfolio Manager

Corporate Development Officer

Risk Manager

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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