This paragraph of the Massachusetts Offer to Purchase defines how long the Offer is valid and what must happen for it to become a binding contract.
In Plain English:
This sections answers:
- How long is the Offer valid?
- What happens if it's not signed in time?
- When does the agreement become binding?
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The Offer includes a specific date and time by which the Seller must:
- Sign the Offer
- Return a copy of the signed Offer to the Buyer or Buyer's agent
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If the signed Offer is not returned by the deadline, the Offer is automatically rejected, and any deposit is returned to the Buyer.
However, if the Seller accepts and the signed Offer is delivered to the Buyer before the deadline, it becomes a legally binding agreement, even if the Purchase and Sale Agreement hasn't been signed yet.
Attorney’s Note:
As a Massachusetts real estate lawyer, I often see confusion around this section. The time and date listed here are strict deadlines, and even a few minutes’ delay can void the Offer.
“Time is of the essence” means every deadline must be met exactly. Buyers and Sellers should not assume a grace period. If you’re the Buyer and you want your Offer to be valid into the next day, be sure the written deadline allows for that. Also, although not specifically stated in the offer form, Massachusetts Law requires that the initial deposit must be paid to bind the offer. The offer should be submitted with a customary $100 initial deposit.
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