Managing Partner Robert M. Steeg is a regular contributing columnist on real estate for Reuters Legal News and Westlaw Today. His article, “Provisions to protect the seller in a purchase agreement,” was published on November 16, 2023. Following is an excerpt, which you can continue reading on Reuters Legal News and Westlaw Today. You can also download a PDF of the article below.

Provisions to Protect the Seller in a Purchase Agreement

In a transaction involving the sale of commercial real estate, the purchase agreement is key. It sets out the road map that governs and regulates the rights and obligations of the parties leading up to the closing and at the closing table.

This article will suggest various provisions that protect the interests of the seller in some key areas where there is room for negotiation — seller warranties, due diligence, closing and default. Overall, the seller wants to minimize its potential liability and maintain clear guardrails on the buyer’s ability to terminate or extend the closing process.

Seller warranties

Seller warranties are absolute promises about the existence or non-existence of various matters relating to the property or the seller itself. The seller will be liable for any inaccuracies in its warranties, and this exposure lasts beyond the closing date.

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Filed under: Commercial Real Estate, Purchase and Sale
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