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Roger, Lawyer
Category: Real Estate Law
Satisfied Customers: 31394
Experience:  BV Rated by Martindale-Hubbell; SuperLawyer rating by Thompson-Reuters
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Meant Estate Attorney I am a seller. Does the counter -offer

Customer Question

Meant for Real Estate Attorney
I am a seller.
Does the counter -offer overrides the purchase agreement ?
We have agreed on certain conditions on our counter-offer BUT the Purchase agreement does not have those conditions.
Our agent is asking us to sign the purchase agreement now but says that our signed counter-offer overrides the purchase agreement itself.
Is that correct ?
We are in CA.
Submitted: 1 year ago.
Category: Real Estate Law
Expert:  Roger replied 1 year ago.

Hi - my name is ***** ***** I'll be glad to assist.

Has the contract/purchase agreement already been signed by both parties?

Customer: replied 1 year ago.
Counteroffer has been signed by me (seller) and buyer with all conditions (see addendum page of attached counteroffer )
Purchase Agreement (also attached) is yet to be signed by me (seller). My agent is asking me to sign it and telling me its ok since the counteroffer overrides this purchase agreement that is yet to be signed.
Expert:  Roger replied 1 year ago.

If you sign the original purchase agreement.....and the buyer has also signed, then you have a contract at that point, and there can be no counter-offer or changes to the contract unless both parties agree to the change.

Expert:  Roger replied 1 year ago.

So, if you want to make a change, you should need to make the counter-offer with the terms you want and present it to the buyer for execution.

Customer: replied 1 year ago.
I understand that - My question is does counter-offer supersedes the purchase agreement by default. There are certain conditions in the counter-offer that are not there in the purchase agreement. My agent is telling me its ok to sign the purchase agreement without those conditions since counter-offer supersedes the purchase agreement. I feel that we have to have a new purchasing agreement with same conditions as the counter-offer, do you agree?
Expert:  Roger replied 1 year ago.

No......the counter-offer is just that - - an offer. It would not supersede the signed purchase agreement UNLESS the buyer and seller both agree to the change.

Expert:  Roger replied 1 year ago.

IF the buyer refuses the proposed changes, then you're stuck with the terms of the fully executed purchase agreement.

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