How to Write Real Estate Offers in Ontario: A New Agent's Step-by-Step Guide to the Agreement of Purchase and Sale

The Document That Makes or Breaks Deals

The Agreement of Purchase and Sale (APS) is the single most important document in Ontario real estate. It's the legally binding contract between buyer and seller that defines every term of the transaction -- price, closing date, conditions, inclusions, and everything else. A well-written APS protects your client's interests and closes deals smoothly. A poorly written one creates legal exposure, kills deals, and damages your reputation.

OREA's pre-registration courses teach you the theory behind the APS. What they don't always teach is the practical, line-by-line approach to writing offers that experienced agents use every day. Here's the guide that bridges that gap.

Understanding the OREA Form

Ontario real estate transactions use standardized OREA (Ontario Real Estate Association) forms. The primary form for residential purchases is Form 100 -- Agreement of Purchase and Sale. Additional schedules (typically Schedule A for additional terms and conditions) are attached as needed.

The form is divided into sections, and each one requires careful attention:

Section 1: The Parties

Full legal names of the buyer(s) and seller(s), exactly as they appear on identification documents. Common errors:

• Using nicknames instead of legal names
• Misspelling names (which can delay registration)
• Not including all parties who will be on title
• For corporate buyers, using the wrong legal entity name

Verify spelling against government-issued ID. Ask buyers explicitly: "What exact name do you want on the title?"

Section 2: The Property

The legal description and municipal address of the property. This information comes from the listing or from a title search. Include:

• Complete municipal address
• Legal description (lot and plan number, or unit and level for condos)
• Verify the legal description matches the property listing -- errors here can void the agreement

Section 3: Purchase Price

The offered price, in both numbers and words. If there's a discrepancy between the two, the written-out amount typically prevails. Double-check that both match.

Section 4: Deposit

The deposit demonstrates the buyer's good faith and is held in trust by the listing brokerage (or as otherwise specified). Key considerations:

• Amount: Typically 3-5% of the purchase price for resale transactions. Higher deposits signal stronger commitment and can make your offer more attractive to sellers.
• Timing: Usually due within 24 hours of acceptance ("upon acceptance") by certified cheque or bank draft. Some offers specify different timelines.
• Trust account: The deposit is held in the listing brokerage's real estate trust account until closing. It's NOT the selling agent's money.

Section 5: Irrevocability

This is the deadline for the seller to accept, reject, or counter the offer. After this time, the offer automatically expires.

• Standard: 24-48 hours for a straightforward offer
• In multiple-offer situations: may be shorter (same-day, or specific time on offer night)
• Always specify the exact date AND time, including AM/PM
• Consider time zones if parties are in different locations

Section 6: Completion Date (Closing)

The date when ownership transfers and funds change hands. Factors to consider:

• Buyer's mortgage approval timeline (usually need 30-60 days minimum)
• Seller's moving timeline and any chain transactions
• Avoid closing on Fridays (if something goes wrong, you can't fix it over the weekend), statutory holidays, or the last day of the month (land registry offices are busiest)
• Typical closing timeline in Ontario: 30-90 days after acceptance

Writing Conditions: The Most Critical Skill

Conditions (also called "subjects" in some provinces) are clauses that must be satisfied before the agreement becomes firm and binding. They're your client's protection, and writing them correctly is one of the most important skills a new agent needs to develop.

The Three Standard Conditions

1. Financing Condition

"This offer is conditional upon the Buyer arranging, at the Buyer's own expense, a first charge/mortgage for not less than $[amount] of the purchase price, bearing interest at a rate of no more than [rate]% per annum, calculated semi-annually not in advance, repayable in blended monthly payments of about $[amount], including principal and interest, and to run for a term of not less than [term] years from the date of completion of this transaction. Unless the Buyer gives notice in writing delivered to the Seller personally or in accordance with any other provisions for the delivery of notice in this Agreement of Purchase and Sale or any Schedule thereto not later than [time] on [date], that this condition is fulfilled, this Offer shall be null and void and the deposit shall be returned to the Buyer in full without deduction."

Typical timeline: 5-10 business days. Make sure the mortgage amount, rate, and terms are realistic for your buyer's situation. If the buyer is pre-approved, 5 business days is usually sufficient. If they need more time (complex income, self-employed), 10 business days.

2. Home Inspection Condition

"This offer is conditional upon the inspection of the subject property by a home inspector at the Buyer's own expense, and the obtaining of a report satisfactory to the Buyer in the Buyer's sole and absolute discretion. Unless the Buyer gives notice in writing delivered to the Seller personally or in accordance with any other provisions for the delivery of notice in this Agreement of Purchase and Sale or any Schedule thereto not later than [time] on [date], that this condition is fulfilled, this Offer shall be null and void and the deposit shall be returned to the Buyer in full without deduction."

Typical timeline: 5-7 business days. "Sole and absolute discretion" is important language -- it means the buyer can walk away based on the inspection findings without needing to justify their decision.

3. Status Certificate Condition (Condos)

"This offer is conditional upon the Buyer's Solicitor's review and approval of the contents of the status certificate and attachments provided by the Condominium Corporation of [condo corporation name and number]. Unless the Buyer gives notice in writing delivered to the Seller personally or in accordance with any other provisions for the delivery of notice in this Agreement of Purchase and Sale or any Schedule thereto not later than [time] on [date], that this condition is fulfilled, this Offer shall be null and void and the deposit shall be returned to the Buyer in full without deduction."

Typical timeline: 10 business days (to allow time for the corporation to deliver the certificate, which can take up to 10 days).

Writing Custom Conditions

Sometimes standard conditions aren't enough. Common custom conditions include:

• Sale of buyer's existing home: "This offer is conditional upon the sale of the Buyer's property at [address] by [date]."
• Lawyer review: "This offer is conditional upon the Buyer's lawyer reviewing and approving the terms of this Agreement."
• Insurance: "This offer is conditional upon the Buyer obtaining satisfactory insurance for the property."

Golden rule for writing conditions: every condition must include (1) what must happen, (2) who is responsible, (3) a specific deadline with date and time, and (4) what happens if the condition isn't met (typically: offer is null and void, deposit returned).

Inclusions and Exclusions

The APS must clearly state what's included in the sale and what isn't. This is a common source of post-closing disputes.

Typical Inclusions

• All fixed light fixtures
• All window coverings (blinds, drapes, rods)
• All built-in appliances
• Freestanding stove and refrigerator
• Garage door opener(s) and remote(s)
• Hot water tank (if owned, not rented)
• Central air conditioning unit

Items That Need Explicit Mention

• Washer and dryer (not automatically included)
• Freestanding freezer
• Wall-mounted TV brackets
• Custom shelving
• Hot tubs or pool equipment
• Specific fixtures the seller may want to keep (chandeliers, designer hardware)

When in doubt, include it in writing. Verbal agreements about what's "included" are worthless after closing if they're not in the APS.

Schedule A: The Fine Print That Matters

Schedule A is where you add clauses beyond the standard form. Common Schedule A items in Ontario:

• HST clause (new construction): specifying how HST is handled and whether the rebate is assigned to the builder
• Survey clause: requiring the seller to provide an up-to-date survey or permitting the buyer to obtain one
• Rental equipment: disclosing rented equipment (hot water tank, furnace, alarm system) and buyer's obligation to assume rental contracts
• UFFI (urea formaldehyde foam insulation) declaration
• Chattels vs fixtures clarification
• Holdback clause: if repairs are needed before closing
• Seller's representations and warranties

Common Mistakes New Agents Make on Offers

1. Wrong legal names. "Bob Smith" when the legal name is "Robert John Smith." This causes title registration delays and embarrassment.
2. Missing or incorrect legal description. Copy it exactly from the title search, not from memory or the listing.
3. Vague condition language. "Subject to buyer being satisfied with the home" is unenforceable. Use specific, standard condition wording.
4. No irrevocability time. An offer without an expiry is an offer that can sit forever. Always include a specific date and time.
5. Forgetting to include rental equipment disclosure. If the hot water tank or furnace is rented, the buyer needs to know -- and agree to assume the rental contract.
6. Conflicting terms between the form and Schedule A. If the main form says one closing date and Schedule A says another, you have a problem. Review the entire document for consistency before presenting.
7. Not getting all required signatures. Every party on the agreement must sign. If there are two buyers, both must sign. If there are two sellers, both must sign. Witness signatures are also required.
8. Presenting without broker review. For your first 10-20 offers, have your broker of record or mentor review the completed APS before you present it to the other side. The cost of a missed error is far higher than the time it takes to get a second pair of eyes.

The Presentation Process

Once the offer is written, you need to present it. In Ontario, offers are typically delivered electronically (email or secure document platform) to the listing agent, who presents them to the seller.

Best practices for presentation:

• Deliver on time, well before the irrevocability deadline
• Include a brief cover note highlighting the offer's strengths ("Pre-approved buyer, flexible closing date, strong deposit")
• Confirm receipt with the listing agent
• Be available by phone to discuss or clarify terms quickly
• Prepare your buyer for the possible responses: acceptance, counter-offer, or rejection

After Acceptance: What Happens Next

1. Condition period begins. Track every deadline in your CRM or calendar. Missing a condition deadline can void the deal or cost your client their deposit.
2. Deposit delivery. Ensure the buyer delivers the deposit (typically within 24 hours) by certified cheque or bank draft to the listing brokerage.
3. Condition fulfillment. Arrange the inspection, secure financing, review the status certificate (if condo). Communicate progress to the other side.
4. Waiver of conditions. Once all conditions are satisfied, deliver written notice to the seller (through the listing agent) that conditions are fulfilled. The deal is now firm.
5. Closing preparation. Your client's lawyer handles the final steps: title search, mortgage registration, funds transfer, key delivery.

Building Your Offer-Writing Confidence

The first offer you write will be nerve-wracking. The tenth will be routine. Here's how to accelerate that curve:

• Practice writing offers on mock scenarios with your mentor
• Study completed offers from your brokerage's files (with permission)
• Attend OREA's offer-writing workshops or webinars
• Keep a personal "clause library" of well-written conditions you can adapt for different situations
• Always have your first 10 offers reviewed by an experienced agent or broker before presenting

The APS is where your value as a real estate professional is most directly tested. A clean, complete, well-written offer signals competence to the other side and protects your client's interests. Master this document, and you've mastered the core of the profession.