Buying Commercial Property · glossary

Subject to contract

A label saying the writer does not mean to be bound until contracts are exchanged. It goes on every letter and email about the deal until exchange. Without it, a chain of emails holding every term could, rarely, become a binding contract. Chapter 2 · see Exchange of contracts

Explained in Chapter 2, Heads of Terms and “Subject to Contract”, of Buying Commercial Property.

Also explained in M&A Foundations, Venture Deals, Drafting Skills and Negotiation Skills.

How it comes up, in Chapter 1
Holmfield's selling agents report that Holmfield accepts Fellgate's offer of £4,200,000. The acceptance is subject to contract, so nobody is bound yet. Either side may still walk away or change the price, and owe the other nothing. Chapter 2 explains why, and the one early promise that does bind.
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Related terms

Where this term lives

This term is part of one complete fictional deal, with every document attached and a test after every chapter. Open Buying Commercial Property → · All terms A–Z →