{"ok":true,"canonical_url":"https://dealroom.so/glossary/right-of-first-refusal","api_url":"https://dealroom.so/api/public/glossary/right-of-first-refusal","data_freshness":{"sba_records_through":"2026-05-31","fdic_records_through":"2026-03-31","dealroom_last_updated":"2026-06-15","timezone":"America/Chicago"},"source_summary":["Public SBA 7(a) loan records","FDIC institution data","DealRoom lender and franchise enrichment"],"term":{"slug":"right-of-first-refusal","term":"Right of First Refusal","aka":"ROFR","group":"Doing the deal","definition":"This clause gives a party the first chance to buy an asset or business if the owner decides to sell. For a buyer, it's a future option on a potential acquisition, but it can also limit your ability to sell later.","what_it_means":"You might encounter this if the business you're buying has existing agreements, such as with a landlord or a minority shareholder. As a buyer, ensure any ROFRs are properly waived or exercised before closing, as they can complicate future exit strategies or even the current acquisition.","url":"https://dealroom.so/glossary/right-of-first-refusal","official_sources":[],"related":[{"slug":"alienate-the-business","term":"Alienate the Business","url":"https://dealroom.so/glossary/alienate-the-business"},{"slug":"veto-power","term":"Veto Power","url":"https://dealroom.so/glossary/veto-power"},{"slug":"non-compete","term":"Non-compete","url":"https://dealroom.so/glossary/non-compete"}],"related_questions":[{"question":"Will the seller's refusal to provide certain financial documents jeopardize my SBA loan approval?","url":"https://dealroom.so/sba-7a/questions/will-the-seller-s-refusal-to-provide-certain-financial-documents-jeopardize-my-sba-loan-ap"},{"question":"What are the typical interest rates for an SBA 7(a) loan right now?","url":"https://dealroom.so/sba-loans/basics/what-are-the-typical-interest-rates-for-an-sba-7-a-loan-right-now"},{"question":"If I inherit funds right before closing, can they count towards my equity injection?","url":"https://dealroom.so/sba-7a/questions/if-i-inherit-funds-right-before-closing-can-they-count-towards-my-equity-injection"},{"question":"What if the seller of the business insists on receiving a portion of their note repayment within the first year?","url":"https://dealroom.so/sba-7a/questions/what-if-the-seller-of-the-business-insists-on-receiving-a-portion-of-their-note-repayment-"},{"question":"If I inherit $75,000 right before closing, can these funds count towards my equity injection?","url":"https://dealroom.so/sba-7a/questions/if-i-inherit-75-000-right-before-closing-can-these-funds-count-towards-my-equity-injection"},{"question":"Can the seller's refusal to provide necessary financial documentation during due diligence kill my SBA 7(a) loan application?","url":"https://dealroom.so/sba-7a/questions/can-the-seller-s-refusal-to-provide-necessary-financial-documentation-during-due-diligence"}]},"caveats":["Definitions represent DealRoom's plain-English interpretation for buyers; verify regulatory terms against the official SBA and eCFR sources listed.","Not legal, tax, or financial advice, and not an SBA eligibility determination."],"citation":{"label":"DealRoom.so Glossary — Right of First Refusal","url":"https://dealroom.so/glossary/right-of-first-refusal","source_type":"DealRoom Data"}}