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   Right of First Refusal Agreement

    

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_______________________ (hereafter "Seller") and ___________________________ (hereafter "Buyer"), having determined that it is in both parties' best interests to govern the exchange of ____________________________________________ (hereafter "Property"), hereby enter into a contract under the following terms:

The Seller shall not sell, trade, grant or encumber the Property except as provided by the stipulations agreed upon in this contract. The Seller understands that this agreement extends to his/her shareholders, heirs, successors, agents or business partners.

If the Seller should receive a bona fide, acceptable and written offer from a third party to buy or trade the Property, he/she will first offer the Property to the Buyer in writing at the same price and with the same terms.

The Buyer will have # calendar days from the date he/she receives the offer to respond. If he/she has not responded by that time, it will constitute a rejection and the Seller will be free to accept an offer from a third party.

If the Buyer accepts the offer, he/she will provide a Notice of Acceptance before the deadline. If not, he/she will provide a Notice of Refusal.

If the Buyer and all other third parties reject the Seller's offer, the Buyer will purchase the Property for $XX.

The Seller will deliver the Property to the Buyer no later than # days after purchase.

This agreement will stay in effect until MM/DD/YYYY, at which time all stipulations and requirements will be considered void.

In witness to their agreement to the terms of this contract, the parties affix their signatures below:

____________________________________

Seller, signature & date

____________________________________

Buyer, signature & date

Address_____________________________

City, state, ZIP________________________

Address_____________________________

City, state, ZIP________________________

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