ROFR On Private Sale?

[Pizzaman12]

I didn't see this question answered in another thread but may have missed it. I have a friend who wants to sell their DVC points to me. I would likely just do it as a private sale between the two of us. I'm trying to figure out if ROFR applies. It feels like it should, but I'm not sure how Disney would enforce this if two private parties concluded the transaction with a title company. I'm also not sure how an individual would submit an ROFR request to Disney on their own.

Appreciate any insight. Have to imagine this scenario has come up before.

 

[RoseGold]

Of course it applies. You get a title company and they give you all the paperwork and submit it to ROFR.

The title company will walk you through this. They do all the hard work anyway.

 

[Sandisw]

Yes, it has to go through ROFR. All sales do, even if it is between two parties without a broker.

The information needed to complete the sale and have the ownership transferred involves DVD so if that wasn’t done, the sale would not be valid.

 

[Pizzaman12]

Thanks for the quick replies. I wasn't sure if the broker or the title company would be doing ROFR. If the title company is responsible for ROFR then I don't need to figure out how to call the mouse for permission.

It does mean I need to advise my friend that he may not get paid as quickly as he hopes, in that if Disney does ROFR he has to wait for them to work through their process to get paid.

 

[RoseGold]

You don't need a broker in a private sale. If you are using a broker, then it's not a private sale.

 

[Pizzaman12]

You don't need a broker in a private sale. If you are using a broker, then it's not a private sale.

Right, I didn't think we needed a broker unless they were somehow the responsible party for ROFR under Florida law. But, searching on Disboards and Google didn't yield a process for ROFR for a private sale (just that ROFR was required). So, I wasn't sure how to go about ROFR if there was no broker.

Incidentally, I looked through my closing docs and deed and don't see anything about ROFR. I wonder how often a private sale actually happens without Disney's knowledge and what happens if they discover it after the fact. Idle curiosity, really. I'm not risking thousands of dollars to find out.

 

[RoseGold]

ncidentally, I looked through my closing docs and deed and don't see anything about ROFR. I wonder how often a private sale actually happens without Disney's knowledge and what happens if they discover it after the fact. Idle curiosity, really. I'm not risking thousands of dollars to find out.

What are you talking about? You seem confused. No title company would let you do that, and everyone knows when there's a sale because it's public information.

You need to get a title agent. They can handle all of this, it's their job.

 

[Pizzaman12]

What are you talking about? You seem confused. No title company would let you do that, and everyone knows when there's a sale because it's public information.

You need to get a title agent. They can handle all of this, it's their job.

I'm not confused. I've seen enough SNAFUs in real estate over the years. I could see a sale get recorded without buyer knowledge of the ROFR process if a title company was ignorant or underhanded. It would be publicly recorded and I imagine Disney would be able to refuse the buyer access to renting out the points/move to nullify the transfer.

 

[CarolMN]

Incidentally, I looked through my closing docs and deed and don't see anything about ROFR. I wonder how often a private sale actually happens without Disney's knowledge and what happens if they discover it after the fact. Idle curiosity, really. I'm not risking thousands of dollars to find out.

Disney has to complete every sale/ownership transfer by establishing an account for the new owner. Without an account, the new owner would be unable to use the points. Disney knows if & when an ROFR waiver was granted. No waiver on file, no new account established.

PLUS, the new owner would not have a clear title. What a mess that would be if the new owner ever wants to sell or a huge mess for the heirs if he/she dies before the contract ends.

 

[pianomanzano]

Thanks for the quick replies. I wasn't sure if the broker or the title company would be doing ROFR. If the title company is responsible for ROFR then I don't need to figure out how to call the mouse for permission.

It does mean I need to advise my friend that he may not get paid as quickly as he hopes, in that if Disney does ROFR he has to wait for them to work through their process to get paid.

You could probably set up the contract in such a way that minimizes that wait time in case it gets ROFR'ed since resale contracts like to add a closing date of 60-90 days from when the contract's signed to give parties the time to get funds ready or docs notarized, assuming you're ok with providing the funds right away.

 

[Pizzaman12]

Disney has to complete every sale/ownership transfer by establishing an account for the new owner. Without an account, the new owner would be unable to use the points. Disney knows if & when an ROFR waiver was granted. No waiver on file, no new account established.

PLUS, the new owner would not have a clear title. What a mess that would be if the new owner ever wants to sell or a huge mess for the heirs if he/she dies before the contract ends.

Yeah, I would imagine it would create quite the mess. And, a pretty ticked off buyer when they went to try to make a reservation.

 

[Pizzaman12]

You could probably set up the contract in such a way that minimizes that wait time in case it gets ROFR'ed since resale contracts like to add a closing date of 60-90 days from when the contract's signed to give parties the time to get funds ready or docs notarized, assuming you're ok with providing the funds right away.

I'm comfortable providing the funds right away, but not until I know that Disney has delivered the waiver. That's why I think he's stuck a bit on timing (unless I don't understand what you're proposing).

 

[Matty B13]

I'm comfortable providing the funds right away, but not until I know that Disney has delivered the waiver. That's why I think he's stuck a bit on timing (unless I don't understand what you're proposing).

Don't provide any funds till after the Title Company has closed the deed with the Orange County Register of Deeds.

 

[hawkfin101]

Would it be an option for the original owner to add the new buyer to their contract/deed… and then remove themselves at a later date? (I have very limited knowledge on the the whole process, so I have no idea if this would be possible)

 

[Pizzaman12]

Would it be an option for the original owner to add the new buyer to their contract/deed… and then remove themselves at a later date? (I have very limited knowledge on the the whole process, so I have no idea if this would be possible)

It's a good question. I wouldn't attempt it but I am curious. Still also unclear to me if you could move forward without a ROFR waiver from Disney if they are unresponsive past a certain point. I have to imagine they can't hold a transaction indefinitely, but I don't know anyone that has tried to push forward with a closing past whatever the statutory time limit is for Disney to respond (iirc, 30 days).

 

[Sandisw]

Would it be an option for the original owner to add the new buyer to their contract/deed… and then remove themselves at a later date? (I have very limited knowledge on the the whole process, so I have no idea if this would be possible)

I think it would be most likely considered some level of fraud if the only reason to do that is to pretend there is not a sale and to bypass ROFR.

People can gratuitous transfer contracts by adding names of others. We did it with our adult kids so they were owners with us And because there was no money involved, and it was family, ROFR was immediately waived.

I do not know if the process is different when it involves someone not related.

 

[Pizzaman12]

I think it would be most likely considered some level of fraud if the only reason to do that is to pretend there is not a sale and to bypass ROFR.

People can gratuitous transfer contracts by adding names of others. We did it with our adult kids so they were owners with us And because there was no money involved, and it was family, ROFR was immediately waived.

I do not know if the process is different when it involves someone not related.

To your point, I would imagine Disney doesn't allow names to be added to the deed after the fact, since it would be a pretty easy way to circumvent ROFR.

I do find it interesting that a gratuitous transfer was instant when standard ROFR can take weeks.

 

[CarolMN]

I do find it interesting that a gratuitous transfer was instant when standard ROFR can take weeks.

You still need to get an RPOFR waiver, even for a gratuitous transfer. Disney is just very gracious about granting those quickly if the transfer is to a family member or to the owner's trust.

If it is not a gratuitous transfer, the closing date must give Disney a minimum of 60 days to exercise ROFR. Contract can close after that if Disney has not acted.

 

[Pizzaman12]

You still need to get an RPOFR waiver, even for a gratuitous transfer. Disney is just very gracious about granting those quickly if the transfer is to a family member or to the owner's trust.

If it is not a gratuitous transfer, the closing date must give Disney a minimum of 60 days to exercise ROFR. Contract can close after that if Disney has not acted.

Yeah, I was just surprised to learn they're quick on gratuitous waivers.

 

[CarolynFH]

the closing date must give Disney a minimum of 60 days to exercise ROFR.

I thought it was 30 days - did Disney change it?

I know a lot of brokers allow 60 days to include getting estoppel, but I thought the minimum requirement was 30.