First Option To Buy Agreement Template for United States

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Key Requirements PROMPT example:

First Option To Buy Agreement

"I need a First Option to Buy Agreement for a commercial warehouse property in Texas, with a 6-month option period starting March 1, 2025, and including special provisions for environmental due diligence and property access during the option period."

Document background
The First Option to Buy Agreement is a strategic legal instrument commonly used in the United States for securing potential purchase rights while deferring the actual purchase decision. This document is particularly valuable when parties need time to conduct due diligence, arrange financing, or await specific conditions before committing to a purchase. The agreement typically includes detailed terms about the option period, purchase price, exercise procedures, and both parties' rights and obligations. It's commonly used in real estate transactions, business acquisitions, and asset purchases where the buyer needs to secure the opportunity while managing risks. The document must comply with both federal and state-specific requirements, particularly regarding property law, contract formation, and enforcement. Common scenarios for using this agreement include real estate development projects, business expansion plans, or strategic asset acquisitions where timing and market conditions play crucial roles in the decision-making process.
Suggested Sections

1. Parties: Identification of the Option Grantor (seller) and Option Holder (potential buyer), including full legal names and addresses

2. Background: Context of the agreement, including brief description of the property/asset and the parties' intention to enter into an option arrangement

3. Definitions: Key terms used throughout the agreement, including 'Option Period', 'Strike Price', 'Property', etc.

4. Grant of Option: Express grant of the option rights, including exclusivity provisions

5. Option Period: Duration of the option, including start and end dates, and any extension provisions

6. Option Price: Amount paid for the option right itself, payment terms and whether it's applicable to the purchase price

7. Exercise of Option: Process and requirements for exercising the option, including notice requirements

8. Purchase Price: The agreed price for the property/asset if the option is exercised, or the mechanism for determining it

9. Title and Ownership: Confirmation of current ownership and provisions regarding title transfer

10. Representations and Warranties: Standard declarations about the property/asset condition, authority to sell, etc.

11. Termination: Circumstances under which the agreement can be terminated and consequences

12. Governing Law: Jurisdiction and applicable law governing the agreement

13. Notices: How and where formal communications between parties should be made

14. Entire Agreement: Standard boilerplate confirming this document represents the complete agreement

Optional Sections

1. Due Diligence: Terms for buyer's investigation rights during option period - include when significant property/asset investigation is needed

2. Financing Contingency: Conditions related to buyer's ability to obtain financing - include when buyer requires financing

3. Assignment Rights: Whether and how the option can be transferred - include when assignment might be desired

4. Property Maintenance: Obligations regarding maintenance during option period - include for real property or equipment

5. Environmental Provisions: Environmental requirements and risks - include for industrial/commercial real estate

6. Right of Entry: Terms for accessing the property during option period - include for physical assets/property

7. Broker Provisions: Terms regarding real estate brokers - include if brokers are involved

8. Tax Provisions: Specific tax treatment of option and purchase - include for high-value transactions

Suggested Schedules

1. Schedule A - Property Description: Detailed description of the property/asset, including legal description for real estate

2. Schedule B - Option Price Calculation: Detailed methodology for calculating the purchase price if not fixed

3. Schedule C - Permitted Encumbrances: List of accepted liens, easements, or other encumbrances

4. Schedule D - Due Diligence Materials: List of documents and information to be provided during due diligence

5. Appendix 1 - Form of Option Exercise Notice: Template for formally exercising the option

6. Appendix 2 - Form of Purchase Agreement: Draft of the purchase agreement to be executed upon option exercise

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
Relevant Industries

Real Estate

Commercial Property

Residential Property

Manufacturing

Retail

Agriculture

Technology

Industrial

Healthcare

Hospitality

Energy

Mining

Relevant Teams

Legal

Real Estate

Corporate Development

Mergers & Acquisitions

Finance

Operations

Risk Management

Business Development

Facilities Management

Contract Administration

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Real Estate Director

Property Manager

Business Development Manager

Corporate Counsel

Legal Counsel

Investment Manager

Asset Manager

Development Director

Acquisitions Manager

Risk Manager

Operations Director

Facility Manager

Contract Administrator

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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