Therefore, the buyer must sign a confidentiality agreement (annexed to the contract) provided that the buyer cannot disclose any of this information to parties other than those necessary for their interpretation, for example. B lawyers, engineers, architects, accountants, environmental experts, experts, etc. (“consultants”) In addition, in some cases, the seller may require that the buyer`s advisors also agree: be bound by the confidentiality agreement. In a PropertyMetrics article about CRE deals going wrong, an experienced real estate lawyer described the story of the following cover discussion “The Italian Villas”: A 40+ real estate lawyer in practice asked why he refused to negotiate or even discuss a contract term that the opposing party had tinted as a “deal-breaker”. When he first noted that they ended up accepting the term the way he wanted, he replied, “Because my client had the biggest stick.” In addition, the contract determines who holds the bond (usually a title insurance company or other neutral third party) and what happens to the deposit when the transaction is concluded or not. As a general rule, when (i) the transaction is concluded, the deposit is set off against the purchase price, ii) the agreement was not concluded because the buyer has exercised one of its termination rights (for example.B. one or more of the buyer`s contingencies have not been satisfied or cancelled), the deposit is returned to the buyer, iii) the sale has not been concluded because the buyer is late, the deposit is withheld by the seller, and (iv) if the sale has not been closed because the seller has fallen behind, the deposit has been refunded to the buyer. If, despite the seller`s efforts to obtain the property, it is damaged before conclusion, most sales contracts describe the rights of the parties based on the damages. As a rule, contracts deal with the issue according to the extent of the damage. If the property can be repaired before closing, the seller will do so. If this is not possible, the proceeds of the seller`s insurance will be paid to the buyer at the time of conclusion so that the buyer can make repairs after the conclusion.
If they fail to do so and the Memorandum of Understanding contains the essential terms of the sale, a court may enforce them as a binding agreement….