First Refusal Agreement Template for Saudi Arabia

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Key Requirements PROMPT example:

First Refusal Agreement

"I need a First Refusal Agreement under Saudi law for a commercial real estate property in Riyadh, where my company will have the right to purchase the property before any third party if the current owner decides to sell within the next 5 years, with a maximum exercise period of 30 days."

Document background
The First Refusal Agreement is a crucial legal instrument in Saudi Arabian business transactions, designed to protect parties' preferential rights in various commercial contexts. This document is typically employed when a party wishes to secure priority access to future business opportunities, whether in real estate acquisitions, corporate share transfers, or asset purchases. The agreement must be structured to comply with Saudi Arabian law, including Sharia principles and commercial regulations, while clearly defining trigger events, notice requirements, and exercise procedures. It's particularly valuable in family businesses, joint ventures, and strategic partnerships where maintaining control over ownership transfers is essential. The document includes comprehensive provisions for price determination, time frames for exercise of rights, and dispute resolution mechanisms that align with Saudi legal requirements.
Suggested Sections

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: Key terms used throughout the agreement

4. Grant of Right of First Refusal: Core provision establishing the right of first refusal and its scope

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

6. Notice Requirements: Procedures for notifying the right holder of trigger events

7. Exercise Process: Steps and timeframes for exercising the right of first refusal

8. Purchase Price and Payment Terms: Determination of price and payment conditions when right is exercised

9. Term and Termination: Duration of the agreement and circumstances for termination

10. Confidentiality: Obligations regarding confidential information

11. Governing Law and Jurisdiction: Specification of Saudi law as governing law and jurisdiction for disputes

12. General Provisions: Standard boilerplate clauses including amendments, notices, and severability

Optional Sections

1. Asset-Specific Provisions: Additional terms specific to particular types of assets (e.g., real estate, shares, intellectual property)

2. Third Party Rights: Provisions addressing the rights of third parties, used when other stakeholders may be affected

3. Regulatory Compliance: Specific compliance requirements, included when the subject matter is regulated

4. Assignment: Terms governing transfer of rights, included when assignability is relevant

5. Force Majeure: Provisions for unforeseen circumstances, included for long-term agreements

6. Anti-corruption Provisions: Compliance with anti-corruption laws, included for high-value transactions

7. Shariah Compliance Declaration: Explicit statement of Shariah compliance, included when required by parties or financing

Suggested Schedules

1. Schedule 1 - Asset Description: Detailed description of assets subject to the right of first refusal

2. Schedule 2 - Notice Forms: Template forms for various notices required under the agreement

3. Schedule 3 - Pricing Mechanism: Detailed methodology for determining purchase price

4. Schedule 4 - Permitted Transfers: List of transfers exempt from the right of first refusal

5. Schedule 5 - Related Agreements: List of other agreements affecting the right of first refusal

6. Appendix A - Power of Attorney: Standard form of power of attorney for exercising rights

7. Appendix B - Compliance Certificates: Required regulatory or Shariah compliance certificates

Authors

Alex Denne

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

Relevant legal definitions
Clauses
Relevant Industries

Real Estate

Manufacturing

Technology

Energy

Retail

Healthcare

Financial Services

Construction

Agriculture

Mining

Telecommunications

Family Business

Professional Services

Relevant Teams

Legal

Commercial

Compliance

Corporate Development

Real Estate

Mergers & Acquisitions

Business Development

Risk Management

Investment

Executive Leadership

Property Management

Relevant Roles

Legal Counsel

Corporate Lawyer

Business Development Manager

Chief Executive Officer

Chief Legal Officer

Commercial Director

Property Manager

Investment Manager

Compliance Officer

Contract Manager

Real Estate Director

Mergers & Acquisitions Manager

General Counsel

Company Secretary

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

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