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FAQ: First Right of Refusal FROR & MLS Status Reporting

First Right of Refusal (FROR) / “Break Clause” – MLS Guidance
A First Right of Refusal (FROR)—sometimes referred to as a “break clause”—is a contractual provision where a seller accepts an offer contingent on the buyer selling their property, while allowing the seller to continue marketing the property and accept additional offers.
If another offer is received, the first-position buyer is given a specified timeframe (commonly 72 hours) to:
  • Remove their contingency and proceed to closing, or
  • Void the contract
Important: MLS Treatment
For MLS reporting and compliance purposes, FROR and break clauses are treated the same.
Terminology does not change MLS requirements.
Does calling it a “break clause” change how the listing is reported?
No.
Different name, same rule.
Does a listing with an FROR remain Active?
Yes—initially.
However, it cannot remain Active indefinitely once contract activity progresses.
What happens when another offer is received? (Key Step Most Miss)
When a second offer is received:
  • The first-position buyer is notified and given their FROR timeframe (e.g., 72 hours).

Then one of two things happens:

Buyer exercises the FROR
  • They remove their contingency and move forward.
  • The listing must be updated to Contingent or Pending within 3 working days.
Buyer does NOT exercise the FRO
  • The seller proceeds with the new offer.
  • Once the new contract is accepted, the listing must be updated to Contingent or Pending within 3 working days.
What status is required when there is an accepted offer?
Once a contract is moving forward (whether original or replacement):
  • The listing must be updated to Contingent or Pending within three (3) working days of acceptance
This applies even if:
  • Contingencies remain
  • Inspections have not occurred
Why can’t the listing remain Active?
Because the property is under contract.
Leaving it Active is misleading to:
  • Cooperating brokers
  • Buyers
  • The public
MLS data reflects contractual status—not marketing strategy.
How should FROR be disclosed?
Participants must:
  • Use the appropriate MLS field
  • Clearly disclose FROR terms in remarks
  • Keep information updated as the situation changes
When does the 3-day clock start?
The clock starts when the contract is fully executed, not when:
  • Earnest money is received
  • Contingencies are removed
  • Financing is approved
(Working days exclude weekends and MLS holidays.)
What happens when the FROR is exercised or waived?
Update the listing immediately to reflect:
• Current contract status
• Any change in contingencies or terms
Failure to comply
May result in:
  • Compliance notices
  • Fines
  • Requests for documentation
Legal Note
ValleyMLS does not interpret contracts or provide legal advice.
We enforce accurate and timely MLS reporting—regardless of contract wording.
Bottom Line (the part they’ll actually remember)
You can market it—but you can’t misrepresent it.
Once a contract is moving forward:
➡️ It’s no longer truly Active
➡️ You have 3 working days to update the status