A right of first offer is closely related to a right of first refusal, but the former is considered to favor the seller while the latter is considered to favor the prospective buyer.

A right of first refusal gives the holder of the right the capacity to match an offer that has been received by someone wishing to sell an asset. Assets with a right of first refusal attached can be more difficult to sell because potential buyers may not want to go to the trouble of negotiating a deal that must be offered to another party first.