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First Refusal Agreement

First Refusal Agreement Template for Ireland

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Key Requirements PROMPT example:

First Refusal Agreement

"I need a First Refusal Agreement for my Dublin-based technology company, granting our key distributor the right to purchase our business if we decide to sell it before January 2025, with a 30-day exercise period and special provisions for intellectual property assets."

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Document background
The First Refusal Agreement is a strategic legal instrument used in Irish business transactions to provide preferential rights to specific parties. It is commonly employed when there's a desire to maintain control over who can acquire certain assets or rights, while preserving the owner's ability to achieve market value. This document type is particularly valuable in business relationships where parties want to secure future opportunities while maintaining current operational independence. The agreement must comply with Irish law, including the Land and Conveyancing Law Reform Act 2009 for property-related matters and the Competition Act 2002 for commercial arrangements. It typically includes detailed provisions on triggering events, notice requirements, exercise procedures, and valuation mechanisms.
Suggested Sections

1. Parties: Identification of the grantor (party giving the right) and grantee (party receiving the right)

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

3. Definitions: Key terms used throughout the agreement, including 'Offer Notice', 'Right of First Refusal', 'Subject Matter', and 'Exercise Period'

4. Grant of Right: Clear statement of the right of first refusal being granted and its scope

5. Triggering Events: Specific circumstances that activate the right of first refusal

6. Notice Requirements: Process and requirements for the grantor to notify the grantee of a third-party offer

7. Exercise Procedure: Steps and timeframes for the grantee to exercise the right of first refusal

8. Purchase Price and Terms: How the purchase price is determined and payment terms

9. Duration: Term of the agreement and any renewal provisions

10. Termination: Circumstances and process for terminating the agreement

11. Assignment and Transfer: Whether and how the rights can be transferred to other parties

12. Governing Law and Jurisdiction: Confirmation of Irish law application and jurisdiction

Optional Sections

1. Multiple Assets: Section defining how the right applies when multiple assets are involved

2. Competing Rights: Provisions addressing situation where multiple parties have similar rights

3. Confidentiality: Terms regarding confidential treatment of information exchanged

4. Registration Rights: Provisions for registering the right against property title if applicable

5. Tag-Along Rights: Additional rights to participate in sales to third parties

6. Dispute Resolution: Alternative dispute resolution procedures if desired

7. Force Majeure: Provisions for handling unforeseen circumstances

8. Costs and Expenses: Allocation of costs related to exercising the right

Suggested Schedules

1. Schedule 1 - Asset Description: Detailed description of the asset(s) subject to the right of first refusal

2. Schedule 2 - Notice Format: Template for the offer notice to be given by the grantor

3. Schedule 3 - Exercise Notice: Template for the notice to exercise the right of first refusal

4. Schedule 4 - Valuation Methodology: Agreed method for determining fair market value if applicable

5. Appendix A - Related Rights: Details of any associated rights or obligations

6. Appendix B - Permitted Transfers: List of transfers exempt from the right of first refusal

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 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

Agriculture

Energy

Mining

Healthcare

Hospitality

Distribution

Construction

Professional Services

Entertainment

Transportation

Telecommunications

Relevant Teams

Legal

Commercial

Business Development

Property Management

Executive Leadership

Finance

Investment

Operations

Procurement

Strategic Planning

Corporate Development

Mergers & Acquisitions

Risk Management

Compliance

Real Estate

Relevant Roles

Legal Counsel

Commercial Director

Business Development Manager

Property Manager

Chief Executive Officer

Chief Financial Officer

Investment Manager

Real Estate Director

Operations Manager

Contract Manager

Procurement Manager

Strategic Planning Director

Asset Manager

Corporate Development Manager

Mergers & Acquisitions Director

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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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