First right of refusal

First right of refusal is a clause giving a brand the option to match or accept a future deal with a creator before the creator can take a similar offer from someone else.

You may also see it called a right of first refusal, or ROFR. It comes up in contracts for longer campaigns and ambassador deals, where a brand wants first claim on your next deal in its category.

It doesn’t block a creator from working with other brands outright. It requires the creator to offer the original brand a chance to match a new deal, usually in the same category, before finalising it elsewhere.

For the brand, it keeps a creator who performed well from going straight to a competitor. For you, it adds a delay and an extra step to every offer the clause covers, which is why it shouldn’t be given away for free.

Example with made-up numbers: you finish a three-month campaign for a protein-bar brand. Your contract gives it first right of refusal on paid food and nutrition deals for six months.

• Two months later, a rival snack brand offers you ₹50,000 for two Reels.
• You tell the protein-bar brand the fee and deliverables. It has 7 days to reply.
• If it agrees to the same terms in writing, you do the deal with it instead.
• If it declines or misses the deadline, you are free to sign with the snack brand.
• Offers outside food and nutrition, say from a phone brand, aren’t affected at all.

Sample wording in plain English: “For 6 months after the Campaign ends, before accepting a paid collaboration with a brand in the packaged snacks category, the Creator will share the fee and deliverables of that offer with the Brand. The Brand may match it in writing within 7 days. If it does not, the Creator may accept the other offer.”

Notice what this version includes: a category, an end date, a response window and what the brand has to match. It asks you to share the fee and deliverables, not the other brand’s name, which helps if that offer came with a request to keep it confidential.

• Set a time limit for how long the brand has to respond before you’re free to proceed with another offer. A short window matters even more with a brand that is slow to reply, and reviews on CredFluence can show how a brand handles timelines.
• Limit the clause to a specific category or competitor set, not your entire future work.
• Set an expiry date for the clause itself so it doesn’t apply indefinitely after the original campaign ends.
• Define a match as the same fee, deliverables and timeline, so the brand can’t “match” with a smaller offer.
• Ask to be paid for the clause, or for it to be dropped, since it limits how quickly you can say yes to other work.

These terms get mixed up, and one contract can contain more than one. If exclusivity and first right of refusal cover the same category back to back, together they can tie you to one brand long after its payments have stopped.

• Exclusivity: you cannot work with competing brands at all during a set period.
• First right of refusal: you can, but the original brand gets the first chance to match each offer.
• Right of first negotiation: a softer version where you must talk to the original brand first, but it has no right to match a specific offer.