Fazli

MEMORANDUM **

Farhad Fazli (“Fazli”) appeals the district court’s grant of summary judgment in favor of ConocoPhillips Company (“ConocoPhillips”). The district court held that ConocoPhillips satisfied the Petroleum Marketing Practices Act (“PMPA”) by offering Fazli a right of first refusal over one *363 year after it gave Fazli notice of nonrenewal. We disagree with the district court and remand for further proceedings.

Title 15 U.S.C. § 2802 (b)(3)(D) provides in relevant part that a franchisor may terminate a franchise relationship if:

(Emphasis added). Here, ConocoPhillips notified Fazli on April 22, 2003 that it would not renew the franchise agreement. That same day, ConocoPhillips offered to sell the station to Fazli for $980,000. ConocoPhillips’ offer satisfied the 90-day requirement set forth in § 2802(b)(3)(D)(iii). However, the same cannot be said about ConocoPhillips’ right of first refusal offer. ConocoPhillips did not make this offer until May 25, 2004, over one year after it gave Fazli notice pursuant to 15 U.S.C. § 2804 . Therefore, ConocoPhillips’ right of first refusal offer did not comply with the PMPA’s 90-day requirement, and the offer cannot be considered to…