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Rights of first refusal (“ROFR”) and rights of first offer (“ROFO”) are restrictive covenants that a property owner (“Owner”) can place on their property granting a third party (“Holder”) the right to purchase that property before the Owner can sell it to someone else.  While similar in nature, a key difference between a ROFR and a ROFO is the kinds of sales or marketing activities the Owner can undertake before approaching the Holder.

On March 25, 2026, the Supreme Court issued a decision in Cox Communications v. Sony, addressing matters related to the Digital Millennium Copyright Act. The Court determined that Cox did not encourage or induce its users to violate the copyrights of songwriters, performers, bands, or singers. Sony, which had previously prevailed in the 1984 Betamax case by arguing that video recorders were not inherently infringing, sought to hold Cox contributorily liable for copyright violations committed by its users. However, the Supreme Court rejected Sony's arguments and ruled in favor of Cox.

Specificity in drafting allows contracting parties to allocate risk with precision and enable efficient dispute resolution. Unclear contractual language can foster disputes and litigation. In addition to offering helpful drafting suggestions, this article will discuss the impact of ambiguous language in commercial transactions, including the risk of litigation and uncertain outcomes.

HUD-insured multifamily loans remain one of the most stable sources of long-term financing for apartment, affordable housing, and healthcare projects, particularly during periods of market volatility and constrained conventional lending. While HUD financing offers attractive features, including long-term fixed interest rates, higher leverage, and generally non-recourse structures, it also involves a structured approval process requiring early planning and coordinated execution.