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Urquhart v. Teller

Montana Supreme Court

958 P.2d 714 (1998)

Relevant factsFree

When Teller (defendant) sold 270 of his 280 acres to Urquhart (plaintiff) in 1971, the parties agreed Urquhart would have the option to buy Teller's remaining ten acres for a fixed $12,000 upon Teller's death or whenever Teller wished to sell; Urquhart later transferred the 270 acres to a trust, which sold the property to Spring Creek Investments, with Urquhart assigning the option (or agreeing to exercise it on Spring Creek's behalf if unassignable). In 1993, Teller donated his ten acres -- by then worth nearly $400,000 -- to a nonprofit, Cinnabar, prompting Urquhart to sue to enforce the option; the district court held the option was an unreasonable restraint on alienation and inequitable to enforce, and Urquhart appealed.

IssueFree

Whether parties' intentions are relevant in determining whether a right of first refusal is an unreasonable restraint on alienation.

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