The 3rd Panel of the Superior Court of Justice (STJ) ruled that exercising the right of first refusal, when carried out under the conditions offered by a third party, creates a binding obligation and prevents unjustified withdrawal. This case, highlighted in the Business and Labor Clipping of June 12, 2026, reinforces the importance of objective good faith, the protection of trust, and the limits of due diligence in business transactions. The precedent strengthens legal certainty in corporate negotiations and confirms liability for damages resulting from the unjustified breach of assumed obligations. The work of Tavares Borba Advogados, representing PREVHAB Previdência Complementar in the case, also deserves mention.