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1. Parties: Identification of all parties to the agreement, including full legal names and addresses
2. Background: Context of the agreement and relationship between the parties
3. Definitions and Interpretation: Definitions of key terms used in the agreement and rules for interpretation
4. Grant of Right of First Refusal: Clear statement of the ROFR grant and the subject matter it covers
5. Scope of ROFR: Detailed description of what assets/rights are covered by the ROFR
6. Triggering Events: Specific circumstances that trigger the ROFR
7. Notice Requirements: Process and requirements for notification when ROFR is triggered
8. Exercise Procedure: Steps and timeframes for exercising the ROFR
9. Purchase Price and Payment Terms: How the purchase price will be determined and payment conditions
10. Duration and Termination: Term of the agreement and circumstances for termination
11. Governing Law and Jurisdiction: Specification of Nigerian law as governing law and jurisdiction for disputes
12. Entire Agreement: Standard clause confirming this document represents the entire agreement between parties
1. Asset-Specific Terms: Additional terms specific to the type of asset (real estate, shares, etc.) - include when ROFR covers specific types of assets
2. Third Party Rights: Provisions regarding rights of third parties - include when other stakeholders might be affected
3. Confidentiality: Confidentiality obligations - include when sensitive information is involved
4. Assignment: Rights and restrictions regarding assignment - include when transfer of rights might be relevant
5. Force Majeure: Provisions for unforeseen circumstances - include for long-term ROFRs
6. Tag-Along/Drag-Along Rights: Additional share transfer rights - include for corporate share ROFRs
7. Regulatory Compliance: Specific regulatory requirements - include when regulated assets or parties are involved
1. Description of Subject Matter: Detailed description of assets/rights covered by ROFR
2. Notification Form: Template for ROFR trigger notification
3. Exercise Notice: Template for exercising the ROFR
4. Valuation Methodology: Detailed procedure for determining purchase price
5. Required Consents: List of required third-party or regulatory consents
6. Property Details: For real estate ROFRs - detailed property information and documents
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