an overview of an agreement of purchase and …（购买和协议的概述u2026）.pdf

An Overview of An Agreement of Purchase and Sale From a Vendor’s Perspective Jim Weber McMillan Binch Mendelsohn LLP From a Purchaser’s Perspective John C. Payne Lang Michener LLP MBDOCS_1527442.1 Introduction In this paper, we have reproduced a standard form OREA Agreement of Purchase and Sale (Commercial) with more detailed deal-specific provisions attached as Schedule “B”. This is a common method of drafting the Agreement in smaller commercial transactions. The Agreement as a whole has a slightly pro-Vendor bias, although certain provisions are more favourable to the Purchaser. Throughout, we have included annotations that address the concerns raised by various provisions from both the Vendor’s and the Purchaser’s perspective. We recognize that real estate clerks may not always be directly involved in the negotiation and drafting of an Agreement of Purchase and Sale. However, even if you are not responsible for negotiating the deal, having an understanding of the various issues raised in a typical Agreement of Purchase and Sale will help you protect your client’s interests at all stages of the transaction – including due diligence, addressing title issues, drafting closing documents and closing the transaction. If you are involved in negotiations, it is obviously critical that such issues are kept in mind, since the Agreement of Purchase and Sale determines your client’s rights and obligations throughout the transaction and after closing. In either case, we hope that our paper is of assistance. We have tried to keep our comments succinct and with a practical, rather than academic, focus. In addition, no single paper could anticipate every possib