Contract TypesReal Estate APS (Agreement of Purchase and Sale)

Review Your Real Estate APS Before Going Firm

Analyze purchase conditions, closing dates, chattels, financing contingencies, and disclosure provisions in your Agreement of Purchase and Sale.

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What to Look for in a Real Estate APS (Agreement of Purchase and Sale)

1

Purchase Price & Deposit Structure

Verify the agreed purchase price, initial deposit amount and due date, balance of deposit timing, and how the deposit is held (typically in trust by the listing brokerage).

2

Conditions, Condition Dates & Waiver Process

Financing and home inspection conditions are the most important buyer protections. Check the condition date (deadline to satisfy or waive), what each condition specifically requires, and the process for waiving or failing conditions.

3

Closing Date & Possession

The closing (completion) date is when ownership transfers. Confirm the date is realistic for your financing timeline, and understand whether possession is immediate upon closing or delayed.

4

Chattels Included & Fixtures Excluded

The APS should explicitly list what is included (appliances, window coverings, light fixtures) and excluded (heirloom light fixture, custom window treatments). Disputes over inclusions are extremely common.

5

Seller Representations & Disclosure

Sellers must disclose known material latent defects. Review the representations in the APS and any Seller Property Information Statement (SPIS) for completeness. Concealment of known defects is fraudulent.

6

Adjustment Date & Closing Adjustments

Property taxes, rent (if tenanted), and utilities are adjusted as of the closing date. Understand how adjustments are calculated to avoid closing-day surprises on your final settlement amount.

Common Red Flags in Real Estate APS (Agreement of Purchase and Sale)

No Financing Condition

Waiving a financing condition (making a "firm" offer without financing in place) means you must close even if your mortgage falls through — or lose your deposit and face legal action. Never waive financing unless you have mortgage approval in hand.

Insufficient Time for Inspection or Financing

A 24–48 hour condition period is not enough time for a proper home inspection or financing approval. Typical condition periods are 5–10 business days. Rushing conditions is how buyers get hurt.

Ambiguous Inclusions & Exclusions List

"All existing appliances" is not specific enough. Without model numbers or serial numbers for major appliances, sellers can substitute different items. Always specify exactly what stays.

Missing Status Certificate Condition for Condos

When buying a condo, you need time to review the status certificate (financial health and rules of the condo corporation). A missing status certificate condition leaves you no out if the condo's finances are a disaster.

Missing Clauses to Watch For

Home Inspection Condition

Without a home inspection condition, you're buying a property without the right to inspect it — and you can't back out if major structural, mechanical, or environmental issues are discovered.

Property Insurance Condition

What happens if the property is substantially damaged by fire or flood before closing? An insurance/damage clause should allow the buyer to walk away (or negotiate a reduced price) if the property is materially altered before closing.

Title Search Period & Title Insurance

An adequate title search period (typically 15–30 days before closing) allows your lawyer to confirm clear title, identify encumbrances, and arrange title insurance. Without it, you may discover title issues too late to address them.

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Frequently Asked Questions — Real Estate APS (Agreement of Purchase and Sale)

What is an Agreement of Purchase and Sale (APS)?

An APS is the legally binding contract between a buyer and seller for the purchase of real estate. Once both parties sign and all conditions are met or waived, it becomes a 'firm' agreement — meaning both parties are legally committed to completing the transaction on the specified closing date. Breaking a firm APS can result in forfeiture of the deposit and a lawsuit for damages.

What's the difference between a conditional and a firm offer?

A conditional offer includes one or more conditions (financing, home inspection, status certificate) that must be satisfied within a specified period. If a condition isn't met, either party can walk away. A firm offer has no conditions — both parties are immediately bound to close. Waiving conditions in a hot market is common but carries significant financial risk.

Can I back out of an APS after signing?

If you have conditions in place and properly fail to satisfy or waive them within the condition period, you can typically exit the agreement and recover your deposit. Once all conditions are waived and the offer goes firm, you are legally bound to close. Backing out of a firm APS means forfeiting your deposit and potentially being sued for the difference between your purchase price and any lower resale price.

What happens if the home inspection reveals major issues?

If you have a home inspection condition and the inspection reveals major issues, you have several options: (1) walk away and get your deposit back; (2) negotiate a price reduction to account for required repairs; (3) require the seller to complete specified repairs before closing; or (4) waive the condition and accept the property as-is. Never waive a home inspection condition on a property with known issues unless you're prepared to pay for all repairs.

What is a reasonable deposit for a real estate purchase?

Deposits typically range from 1% to 5% of the purchase price, paid in stages (initial deposit at offer acceptance, balance within 24 hours or by a specified date). In competitive markets, larger deposits signal buyer seriousness. The deposit is credited toward your down payment at closing. Ensure your deposit is held in trust — never paid directly to the seller.

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