Right of First Refusal Agreement

Why Use Our Right of First Refusal Agreement Template?

Keep Ownership in the Right Hands

• Attorney-Drafted Language: Built to protect your business against unwanted third-party buyers.

• Gives Existing Owners Priority: Requires members or the LLC to be offered the interest first.

• Limits Surprise Sales: Prevents outsiders from suddenly acquiring control or influence.

Works for LLCs, Corporations, and Partnerships

• Flexible Structure: Use for selling membership interests, shares, or partnership units.

• Supports Partial or Full Transfers: Apply the ROFR to all or specific types of ownership interests.

• Complements Your Operating or Shareholder Agreement: Works alongside your internal governance documents.

Easy to Customize and Use

• Editable Word Format: Fill in business name, seller/buyer details, timing, and process terms.

• Execution Ready: Includes signature section and optional notary clause.

• Use as a Standalone Agreement or Clause Add-On: Apply as a contract or integrate into your broader legal documents.

How to Purchase and Use the ROFR Agreement

🛒 Step 1: Complete Your Purchase ($35 per Template)

Add the Right of First Refusal Agreement to your cart and check out securely. The file will be emailed to you instantly.

📥 Step 2: Customize the Agreement

Open in Word and enter your LLC name, ownership structure, the types of interest covered, and the process for offering/selling interest.

👥 Step 3: Review with Members or Stakeholders

Ensure all members or co-owners understand the ROFR process and agree to its terms.

✍️ Step 4: Sign and Store

Sign the agreement and store it with your company’s legal and ownership records.

🎯 Ready to Protect Ownership from Outside Buyers?

Download the Right of First Refusal Agreement and safeguard your control today.

Key Features of the ROFR Agreement Template

• Triggering Event Clause: Defines what type of sale or offer activates the ROFR.

• Notice and Response Timeline: Establishes how and when existing owners can respond.

• Purchase Matching Terms: Requires existing owners to match the third-party offer.

• Optional Company Buyback Option: Prioritizes the business itself before offering to individual members.

• Execution and Notary Section: Includes signature lines and optional notarization block.

Benefits of Our Right of First Refusal Agreement

Maintain Control and Ownership Stability

• Avoid Unwanted Buyers: Keeps outside parties from entering your business without approval.

• Preserve Voting Power: Prevents ownership from shifting without oversight.

• Foster Long-Term Trust: Protects all owners by ensuring transparency in future sales.

Simple, Flexible, and Legally Sound

• Attorney-Level Language: Drafted for clarity and enforceability.

• Customizable Terms: Modify to fit your ownership and buyout process.

• Reusable: Use across different transfers and entities.

Quick Look: Right of First Refusal Agreement

Frequently Asked Questions

Q: What is a Right of First Refusal Agreement?

A: It’s a contract that gives an LLC, corporation, or its members the first opportunity to buy a membership interest or shares before the owner sells to an outside party.

Q: Who should use this?

A: Any LLC or multi-owner business that wants to control who can become a co-owner or voting member.

Q: Can this be used as a standalone contract?

A: Yes. It can also be inserted into an Operating Agreement, Shareholder Agreement, or Membership Purchase Agreement.

Q: What happens if existing members decline to buy?

A: The seller can proceed with the sale to the outside buyer—under the same terms presented to the members.

Q: Should this be notarized?

A: Not required, but it’s recommended for enforceability—especially in high-value businesses or sensitive ownership transitions.

Why This Agreement Matters

• Protects Your Ownership Structure: Avoids unapproved outside buyers.

• Gives Current Owners a Say: Everyone stays informed and involved.

• Preserves Long-Term Control: A key tool for stable, responsible growth.

• Complements Your Legal Framework: Works great with your operating agreement or buy-sell plan.