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A club bids for Fabregas
If Cesc has a desire to leave, he is asked if he wants to go back to Arsenal - this is a first refusal clause. Arsenal would have to pay £25m for him (the buy-back clause).
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Cesc could say, I don't want to go to Arsenal.
(Or Arsenal could even say, we don't want him/can't afford him).
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In this case, other clubs are free to bid for Cesc but of course, Barcelona can demand any fee they like (likely £35m+).
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It is also believed (but not known for certain) that there is a sell-on clause in his contract.
This sell-on clause is believed to be around 50% of the profit made by Barcelona, some say this is 50% of the money above the Arsenal £25m buy-out clause. It is fairly certain it is not 50% of the transfer fee itself.
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