There are two methods to handle these matters:
- Long form,
- Short form.
Long Form Method
Let’s assume that you have a Condition included in an Agreement which reads as follows:
“Financing: This Offer is conditional upon the Buyer arranging, at the Buyer’s own expense, a new Charge/Mortgage 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 5:00 p.m. on the 12th day of September, 2022 , 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. This condition is included for the benefit of the Buyer and may be waived at the Buyer’s sole option by notice in writing to the Seller as aforesaid within the time period stated herein.”
When it comes to the long form method, the entire paragraph is reproduced in its entirety. So, if you were deleting the clause by an Amendment, you would say:
“Delete the following Paragraph:
Financing: This Offer is conditional upon the Buyer arranging, at the Buyer’s own expense, a new Charge/Mortgage 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 5:00 p.m. on the 12th day of September, 2022, 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. This condition is included for the benefit of the Buyer and may be waived at the Buyer’s sole option by notice in writing to the Seller as aforesaid within the time period stated herein.”
Similar methods are used with a Notice of Fulfillment or a Waiver.
You can appreciate that this method is somewhat cumbersome.
Short Form Method
If we use this approach, the Amendment will look like this:
“Delete the Financing Condition.”
There may not be much of a saving in terms of one condition, but consider the following:
“Delete the following Conditions:
- Financing,
- Appraisal,
- Soil Inspection,
- Septic Inspection,
- Well Inspection,
- Building Inspection.”
Most Popular Method
Unquestionably, the long form method wins: hands down!
Why?
Because that was what a lot of people were taught. Why would they be taught this? It’s simple. And, it’s very difficult to make a mistake. So, if you want to delete a paragraph you recite the entire paragraph, beginning to end to make sure that there’s no confusion.
The tried and true, forever, method was the short form method. Why? There was no such thing as “copy and paste”. A person would have to consider in their own mind what you meant by “delete financing”. Back in the day, no one made mistakes with this, it was that easy.
Now, if we go way back in time to the stone chippers in the second century BC, you can’t really imagine that they would spend a day chipping out the whole paragraph once again, only to add the magic words: “delete financing condition”.
The long form method is directed to the lowest common denominator in the class. That person can’t make a mistake.
But, everyone knows what the short form method means, and they’ve known that for centuries.
So let’s raise the bar, and save some paper at the same time.
Brian Madigan LL.B., Broker