{"id":153,"date":"2021-06-02T19:21:00","date_gmt":"2021-06-02T19:21:00","guid":{"rendered":"https:\/\/faculty.law.harvard.edu\/joseph-singer\/?p=153"},"modified":"2023-11-27T21:10:34","modified_gmt":"2023-11-27T21:10:34","slug":"rights-of-first-refusal-do-not-violate-the-rule-against-perpetuities-if-they-must-be-exercised-during-the-holders-lifetime","status":"publish","type":"post","link":"https:\/\/faculty.law.harvard.edu\/joseph-singer\/2021\/06\/02\/rights-of-first-refusal-do-not-violate-the-rule-against-perpetuities-if-they-must-be-exercised-during-the-holders-lifetime\/","title":{"rendered":"Rights of first refusal do not violate the rule against perpetuities if they must be exercised during the holder&#8217;s lifetime"},"content":{"rendered":"\n<p>New York retains a version of the traditional rule against perpetuities. Like most states, it has classified options to purchase and rights of first refusal as &#8220;executory interests&#8221; subject to the rule against perpetuities. They therefore must vest (if at all) within 21 years of their creation, or within 21 years of the death of a named person in the conveyance or during the lifetime of a named person. The latter was the case in&nbsp;<a href=\"https:\/\/law.justia.com\/cases\/new-york\/appellate-division-fourth-department\/2021\/876-ca-20-00406.html\" target=\"_blank\" rel=\"noreferrer noopener\">Martin v. Seeley,<\/a>&nbsp;142 N.Y.S.3d 252 (App. Div. 2021) where the right of first refusal could be exercised only by the original holder of it.<\/p>\n\n\n\n<p>The court also resolved a conflict between language suggesting the covenant ran with the land but that it would not apply to any successors in interest by finding that the &#8220;running with the land language&#8221; was of no legal effect.<\/p>\n\n\n<div class=\"taxonomy-category wp-block-post-terms\"><a href=\"https:\/\/faculty.law.harvard.edu\/joseph-singer\/category\/estates-and-future-interests\/\" rel=\"tag\">Estates and Future Interests<\/a><span class=\"wp-block-post-terms__separator\">, <\/span><a href=\"https:\/\/faculty.law.harvard.edu\/joseph-singer\/category\/real-estate-transactions\/\" rel=\"tag\">Real Estate Transactions<\/a><\/div>","protected":false},"excerpt":{"rendered":"<p>New York retains a version of the traditional rule against perpetuities. Like most states, it has classified options to purchase and rights of first refusal as &#8220;executory interests&#8221; subject to the rule against perpetuities. They therefore must vest (if at all) within 21 years of their creation, or within 21 years of the death of a named person in the conveyance or during the lifetime of a named person. The latter was the case in&nbsp;Martin v. Seeley,&nbsp;142 N.Y.S.3d 252 (App. Div. 2021) where the right of first refusal could be exercised only by the original holder of it. The court also resolved a conflict between language suggesting the covenant ran with the land but that it would not apply to any successors in interest by finding that the &#8220;running with the land language&#8221; was of no legal effect.<\/p>\n","protected":false},"author":17,"featured_media":0,"comment_status":"closed","ping_status":"open","sticky":false,"template":"","format":"standard","meta":{"site-sidebar-layout":"default","site-content-layout":"default","ast-global-header-display":"","ast-banner-title-visibility":"","ast-main-header-display":"","ast-hfb-above-header-display":"","ast-hfb-below-header-display":"","ast-hfb-mobile-header-display":"","site-post-title":"","ast-breadcrumbs-content":"","ast-featured-img":"","footer-sml-layout":"","theme-transparent-header-meta":"","adv-header-id-meta":"","stick-header-meta":"","header-above-stick-meta":"","header-main-stick-meta":"","header-below-stick-meta":"","footnotes":""},"categories":[30,10],"tags":[],"class_list":["post-153","post","type-post","status-publish","format-standard","hentry","category-estates-and-future-interests","category-real-estate-transactions"],"featured_image_src":null,"featured_image_src_square":null,"author_info":{"display_name":"jsinger","author_link":"https:\/\/faculty.law.harvard.edu\/joseph-singer\/author\/jsinger\/"},"_links":{"self":[{"href":"https:\/\/faculty.law.harvard.edu\/joseph-singer\/wp-json\/wp\/v2\/posts\/153","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/faculty.law.harvard.edu\/joseph-singer\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/faculty.law.harvard.edu\/joseph-singer\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/faculty.law.harvard.edu\/joseph-singer\/wp-json\/wp\/v2\/users\/17"}],"replies":[{"embeddable":true,"href":"https:\/\/faculty.law.harvard.edu\/joseph-singer\/wp-json\/wp\/v2\/comments?post=153"}],"version-history":[{"count":0,"href":"https:\/\/faculty.law.harvard.edu\/joseph-singer\/wp-json\/wp\/v2\/posts\/153\/revisions"}],"wp:attachment":[{"href":"https:\/\/faculty.law.harvard.edu\/joseph-singer\/wp-json\/wp\/v2\/media?parent=153"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/faculty.law.harvard.edu\/joseph-singer\/wp-json\/wp\/v2\/categories?post=153"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/faculty.law.harvard.edu\/joseph-singer\/wp-json\/wp\/v2\/tags?post=153"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}