MARLEN J. LASKA and PATRICIA A. LASKA, Plaintiffs and Appellees,
JERRY BARR, PAT COLE and GERRIT JUFFER, Defendants and Appellants.
CONSIDERED ON BRIEFS ON NOVEMBER 6, 2017
FROM THE CIRCUIT COURT OF THE FIRST JUDICIAL CIRCUIT CHARLES
MIX COUNTY, SOUTH DAKOTA THE HONORABLE PATRICK T. SMITH Judge
TIMOTHY R. WHALEN Lake Andes, South Dakota Attorney for
plaintiffs and appellees.
A. PARSONS, JR. of Johnson Janklow Abdallah & Reiter, LLP
Sioux Falls, South Dakota and THOMAS H. FRIEBERG of Frieberg,
Nelson & Ask, LLP Beresford, South Dakota and MEGHANN M.
JOYCE of Boyce Law Firm, LLP Sioux Falls, South Dakota
Attorneys for defendants and appellants.
WILBUR, Retired Justice
In this second appeal regarding a contract dispute, we
consider whether the circuit court erred on remand when it
held that the contract created a right of first refusal and
when it held that the contract was void as an unreasonable
restraint against alienation. We affirm.
Marlen and Patricia Laska executed multiple agreements with
Jerry Barr, Pat Cole, and Gerrit Juffer (the Barr Partners)
involving real estate in Charles Mix County, South Dakota.
This appeal concerns an agreement entered into on February 3,
2005. The agreement is titled, "Right of First
Refusal." It provides in relevant part:
In consideration of the receipt of One dollar ($1.00) and
other good and valuable consideration paid to Marlin [sic]
and Patricia Laska . . . SELLER, receipt of which is hereby
acknowledged, SELLER hereby gives and grants to Jerry Barr
or, Pat Cole or, Gerrit Juffer, BUYER, their heirs and
assigns, a right of first refusal to purchase the real
property owned by SELLER situated in Charles Mix County,
South Dakota, and more particularly described as follows:
. . . .
Price and Terms of Payment
The purchase price for the property shall be Ten thousand
Dollars Five hundred and no/100 ($10, 500.00) per acre
purchased pursuant to this right of first refusal, or portion
thereof Upon exercise of this right of first refusal by BUYER
as provided for herein, BUYER shall pay SELLER the sum of One
dollar, ($1.00) as and for down payment to be applied towards
the total purchase price, which sum shall be non-refundable
except should SELLER be unable to provide BUYER with
marketable title as required herein.
Period of Right and Extension
Should SELLER receive a bona fide third party offer to
purchase all or a portion of the above-described property,
SELLER shall give BUYER written notice of the offer including
its material terms within ten (10) days of receiving the
offer. BUYER may then exercise this right of first refusal by
giving SELLER written notice thereof within ten (10) days of
receiving said notice by SELLER of said third party offer.
. . . .
Assignment and ...