Philippine Bar review · Question

Practice question: Right of First Refusal

Multiple Choice Hard

Practice question

A valid clause gives twenty days after complete notice. The owner sends no required notice, waits twenty days from an internal private decision, then claims expiration. No waiver or other basis applies. Which is correct?
  1. Apply the agreed trigger; a private decision is not automatically the required complete notice.
  2. Every internal decision conclusively equals communication.
  3. The owner may choose a secret trigger contrary to the clause.
  4. The holder must know every private thought.
  5. All first-refusal rights expire upon lease signature.

Legal references

  • Civil Code Articles1306,1475,1482,1490-1492,1504,1522-1523 and1589-1590: https://lawphil.net/statutes/repacts/ra1949/ra_386_1949.html
  • Equatorial Realty v. Mayfair Theater, G.R.106063, November21,1996, EN BANC MAIN: https://lawphil.net/judjuris/juri1996/nov1996/gr_106063_1996.html

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