Ski, Ltd. v. Mountainside Properties, Inc.

¶ 1. This appeal concerns the parties’ respective rights and obligations arising from a contract for the sale of land from SKI, Ltd.’s predecessor-in-interest to Mountainside Properties, Inc. The contract included a “right of first offer” (ROFO) with respect to an adjacent parcel. Mountainside appeals a declaratory judgment of the trial court concluding that the terms of the ROFO provision constitute an unlawful restraint on alienation. SKI cross-appeals the trial court’s judgment that the offer that it made to Mountainside pursuant to the ROFO violated the covenant of good faith and fair…