Correcting a Mistaken Rejection in a Sale Agreement

Q: My seller mistakenly checked the rejection box on the Sale Agreement, but sent a counteroffer that the buyer accepted. We’re now a week into the transaction, and the Principal Broker noticed the error. What is the best way to correct this?

A: Based on the transaction proceeding, it appears everyone agrees that the parties are under contract. To clean up the paperwork and ensure that neither party attempts to back out of the agreement later by pointing to the rejected paperwork, the mistake should be acknowledged in writing and corrected. This can be done using OREF 002 – Addendum to Sale Agreement. Language should describe the error, then state the correction to clarify the parties’ intent, and end with a confirmation of the current status. For example, it could say something like “Buyer and Seller acknowledge that in the Seller’s Response section of the Agreement, the box for ‘Rejection’ of the Agreement was mistakenly selected by Seller.  Seller intended to select the ‘Counteroffer’ box, which is confirmed by Seller providing Buyer with a written Seller’s Counteroffer. Buyer has accepted Seller’s Counteroffer, and the parties acknowledge that the terms of the Agreement, as modified in the Seller’s Counteroffer, are binding upon them, the same as if the Seller had selected the ‘Counteroffer’ box when responding to the Agreement.”

All comments and responses from OREF or its staff, managers, and volunteers are non-legal opinions made for general purposes. Each Forms subscriber must rely solely upon their Principal broker or personal legal counsel for specific advice and instruction. You and your client should independently confirm that the Form(s) you use are legally suitable for the purposes intended and that they are current with respect to all laws and regulations.