Agreement of Purchase and Sale (Confirmation of Acceptance)

By
Commercial Real Estate Agent with RE/MAX West Realty Inc., Brokerage (Toronto)

Agreement of Purchase and Sale (Confirmation of Acceptance)

By Brian Madigan LL.B.

(Ontario Real Estate Source)

The Confirmation of Acceptance clause in a standard form agreement is of recent origin. However, it is a very worthwhile statement.

It is indicative of the fact that the offer or counter offer was accepted within the time limited for acceptance, namely the ‘irrevocable date", and "time".

Let's have a look at the standard form agreement of purchase and sale and see what it says in that regard to confirmation of acceptance:

"CONFIRMATION OF ACCEPTANCE: Notwithstanding anything contained herein to the contrary, I confirm this Agreement with all changes both typed and written was finally accepted by all parties at____a.m./p.m. this_____day____of_____20___

______________________

(Signature of Seller or Buyer)"


Let's have a look at each line, thought, or partial sentence by a letter of the alphabet for later review:


"CONFIRMATION OF ACCEPTANCE:

A) Notwithstanding anything contained herein

B) to the contrary,

C) I confirm this Agreement

D) with all changes

E) both typed and written

F) was finally accepted by all parties

G) at____a.m./p.m. this_____day____of_____20___

H) (Signature of Seller or Buyer)

So, now let's have a look at each of the sentences or partial sentences and see what we come up with.

A) Notwithstanding anything contained herein

The intention is to have this statement override anything else.

B) to the contrary,

This assumes that the agreement may contain some conflicting wording somewhere.

C) I confirm this Agreement

This is a statement to be completed by the person who finally accepted the offer or counter offer as the case may be. Effectively, it could be either party.

D) with all changes

This confirms that all the additions, insertions and deletions are intended to be included.

E) both typed and written

The additions, insertions and deletions, all intended to "amend" the document are included.

F) was finally accepted by all parties

This confirmation is known by the last party, since there is an offer available which is capable of acceptance.

G) at____a.m./p.m. this_____day____of_____20___

This is a confirmation of time. It would be best if this time was within the irrevocable time period, but that is not a requirement.

H) (Signature of Seller or Buyer)

This statement is completed by the offeree following acceptance and that can be either the buyer or the seller.

Comment

This is a very good clause to have in an agreement. Previously, it was never clear to the legal profession whether the offer was accepted in time. Naturally, if it were too late, then the offers expires and cannot be accepted, There is no agreement, just a series of negotiations.

The statement doesn't go any further than that. If there is a dispute, then both parties will be required to testify.

Brian Madigan LL.B., Broker is an author and commentator on real estate matters, if you are interested in residential or commercial properties in Mississauga, Toronto or the GTA, you may contact him through Royal LePage Innovators Realty, Brokerage 905-796-8888
www.OntarioRealEstateSource.com

 

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Anonymous
Anonymous

Happy Independence Day!

and

Happy Belated Canada Day, too!

Jul 04, 2010 04:57 AM #1
Rainmaker
896,759
Brian Madigan
RE/MAX West Realty Inc., Brokerage (Toronto) - Toronto, ON
LL.B., Broker

Thanks Russel.

Jul 04, 2010 09:06 AM #2
Rainmaker
324,739
Larry Estabrooks
a Fully Independent Real Estate Agent - - Moncton, NB
REALTOR®, Moncton, NB

Brian - I recently I first hand experience with this little clause as a consumer of Ontario real estate services. Offer was made and I accepted with no changes whatsoever and within the prescribed time frame. Then someone wanted the confirmation of acceptance sentence signed. In my opinion this was not necessary. Then I got the "but we always do it". Wrong thing to say when executing contracts.

In my opinion that last sentence in section 28 is poorly done for these reasons. It does not have its own section number. At that point it is not clear whether it should be the seller or the buyer signing. There is no provision for a witness nor is there a seal. 

Jul 04, 2010 03:01 PM #3
Rainmaker
896,759
Brian Madigan
RE/MAX West Realty Inc., Brokerage (Toronto) - Toronto, ON
LL.B., Broker

Larry,

It doesn't need to be signed at all. The agent should have known that.

Actually, the last person to get the offer and acccept it is the one who signs.

Brian

Jul 04, 2010 11:19 PM #4
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Rainmaker
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Brian Madigan

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