Where can I see the ROFR clause?

[Maverick1963]

I bought a Flamingo resale. So ROFR was not my issue. I saw a statement in a resale agent document meaning that purchase has nothing to do with ROFR. But usually where do you see the particular ROFR clause? If possible, would you tell me the exact wording HGVC is using? Millions of thanks in advance.

 

[Talent312]

It may be stated in other places in the "Declaration," but its in the original contract for my unit, as follows:

20. Developer Right of First Refusal before Resale. Before Purchaser may resell his Unit Week to a third party and for so long as the Developer holds Unit Weeks for sale at the Condominium, Purchaser is required to offer his Unit Week to Developer upon the same terms and conditions, including financing, as is offered by or to the third party. Accordingly, Purchaser must notify Developer in writing no less than 30 days in advance of the proposed closing date of his intent to sell and must include a copy of the proposed transaction reduced to writing in all respects. Upon receipt of such written notice, Develper shall determine prior to the proposed closing date whether it wishes to exercize its right of first refusal... Developer's right of first refusal is a covenant that runs with the land and shall always be a requirement binding on any successor in title to Purchaser.

[Phew].

 

[Maverick1963]

Dear Talent312,

Thank you so much for your trouble.

 

[Diane]

That last sentence sounds like ROFR is (or should have been) an issue on re-sale.

Diane

 

[Maverick1963]

Again, questions.

"Before Purchaser may resell his Unit Week to a third party and for so long as the Developer holds Unit Weeks for sale at the Condominium, Purchaser is required to offer his Unit Week to Developer upon the same terms and conditions, ..."

This reads that after HGVC has sold all of the inventory, Purchase (seller of unit for resale) does not have obligation to make the same offer to HGVC.

That means:

i) If contract for all other HGVC resorts has the same term, ROFR does not apply after HGVC clears units of inventory. There is possibility that even HHV does not have to go through ROFR check. Is this true? (I assume that sales will be a never ending story.)

ii) For Flamingo, which is true? Flamingo had the ROFR condition but HGVC sold all the units. As the result, the requirement just expired. Or there was no ROFR term for Flamingo from the beginning.

I just would like to have a correct piece of knowledge. If anyone could help me, I would be obliged.

 

[Talent312]

Its possilble that HGVC did not retain any Flamingo units for sale and thus, lost its ROFR; however, I rather suspect that Flamingo, being one of the first HGVC properties, did not have a ROFR clause in its contracts.

I'd guess that, with respect to its other properties, HGVC has been very careful about retaining its ROFR, either by retaining at least one unit for sale or by removing the provision which requires it to do so. Perhaps someone with a HHV unit can tell us which.

 

[Talent312]

That last sentence sounds like ROFR is (or should have been) an issue on re-sale.

Sorry. That clause was in a contract I have for Seaworld, not Flamingo...
So whether HGVC ever had a ROFR for Flamingo, I cannot say.