Similarly, buyers can be unreliable, which is why sellers sometimes demand payment in return for the seller who grants exclusivity. Whether the payment is repaid depends on the amounts and what the parties are trying to obtain. It can be considered a whiff of pressure to require that this sum not be recoverable if the purchaser has not necessarily performed due diligence on the land and cannot know whether the property has a good and marketable title or if it is subject to restrictions that make it unsatisfactory for that purpose. As a result, it can be a bit chaotic and often difficult to negotiate and agree on the terms of an exclusivity agreement involving payment. The parties may agree on limited circumstances in which the surety is repaid, such as. B: a downward assessment; an error in the collection of materials or an aggregation of survey defects that represent a certain financial value; or issues that would mean that we, as lawyers, could not confirm that the property has a good marketable title (and which cannot be resolved at the seller`s expense with confidence or in any other way prior to underwriting). This could therefore be better described by agents if the terms are compiled as an exclusive deposit or fee, rather than as a down payment or a non-refundable payment, as it is clearly non-refundable unless the buyer simply changes his opinion on the purchase without good reason! Delivery is an important aspect of an exclusivity clause, so you talk about how goods or services are provided. Please provide details of product delays and handling. Accelerated shipping options can be included if the seller offers them. Tearing apart which party is responsible for paying taxes on goods, including local, federal and government taxes. Granting exclusivity to a potential buyer will prevent the seller from negotiating with other interested parties. Therefore, a seller should grant exclusivity only when the buyer has made a reasonable commitment to the basic terms of the transaction, including a reasonable price range for the business.
Often, these key concepts are embodied in a definition sheet or letter of intent. Both documents could include an exclusivity clause, or exclusivity could include a stand-alone agreement. Exclusive agreements, such as confidentiality agreements or appointment sheets, are provisional and concluded prior to the signing of the primary acquisition contract. A buyer must always seek a binding exclusivity clause under the conditions signed at the beginning of a transaction before the start of the main investigation into the buyer`s diligence. Such an exclusivity period is usually two or three months, and the seller (s) often requires the buyer to pay a non-refundable down payment to cover the seller`s costs if the buyer does not advance. If the seller violates the agreement by selling the property to another person during the exclusivity period, the buyer can claim damages to cover the lost costs, such. B than legal fees or survey fees. Discuss the terms of payment of the agreement, including all rebates, deposits and taxes that are required or indicated.
See how the seller makes invoices available to the buyer as well as late fees or payment options. You can include a section that covers the action required if a party terminates the contract.