When Is an Offer Really Binding?
Understanding “Irrevocable” in Real Estate Deals
In real estate, we use the word “offer” almost every day. But behind it lies a web of legal principles that determine exactly when an offer becomes binding.
The Offer: More Than Just a Number
In contract law, an offer is a clear expression of intent to enter into a binding agreement on specific terms.
In real estate, that’s typically your Agreement of Purchase and Sale or Agreement to Lease. The document spells out price, closing date, deposit, conditions, and all the other fine details.
Once you sign, it becomes legally valid and can be accepted by the other party to form a contract. But until acceptance, the offer is just an invitation for the other side to say yes. That’s where the irrevocable period comes in.
What Does “Irrevocable” Mean?
Every real estate offer in Ontario includes a section like this:
“This offer shall be irrevocable by the Buyer until 8:00 p.m. on October 20, 2025, after which time if not accepted, this Agreement shall be null and void……”
This irrevocable period means the one who made the offer cannot withdraw or change the offer until the stated time passes. During this period, the offeror is locked in as they’ve given the other party exclusive time to consider, counter, or accept.
Why It’s Binding and Why It Matters
Once an offer is accepted and signed within its irrevocable period, the deal becomes a legally binding contract. Neither party can back out just because they changed their mind, even if emotions run high or another “better” deal appears the next morning.
That binding nature is what keeps our real estate market fair and predictable. Buyers can act with confidence, and sellers can rely on accepted offers being honored.
For example:
Buyer’s perspective: You submit an offer on a condo, irrevocable until 8 p.m. The seller signs at 7:59 p.m. — boom, you’re in contract. You can’t later claim you “didn’t see the email in time.”
Seller’s perspective: If you counter an offer, your counter becomes a new offer, and the old one disappears. So timing and wording matter greatly.
When Offers Expire or Can Be Revoked
Once the irrevocable time passes with no acceptance, the offer automatically expires and it’s no longer valid. At that point, either party can start fresh with a new offer. Before the irrevocable period ends, revocation is not allowed. That’s what makes an offer “irrevocable.”
Quick Tips for Buyers, Sellers & Landlords
For Buyers: Don’t rush your signature. Once you sign, you’re locked in until the irrevocable period ends. Keep your irrevocable time short if you expect quick responses.
For Sellers: Review every offer carefully before the deadline — once it lapses, it’s gone. Counters should have their own irrevocable period clearly stated.
For Landlords/Tenants: Treat lease offers the same as purchase offers — once accepted within the irrevocable window, you’re legally bound.
Final Thoughts
In the excitement of a hot market, it’s easy to forget that an “offer” isn’t just paperwork — it’s a legal promise that can lock you in. Understanding how irrevocability works can save you from stress, surprises, or disputes later.
So next time you prepare or review an offer, pay attention to that little section called “irrevocable.” It’s one line that can make all the difference between thinking about buying and actually buying.
Need Help Navigating Offers?
Whether you’re making your first offer, juggling multiple bids, or trying to understand what’s binding (and what’s not), having the right guidance matters. Every clause, including the irrevocable one, can affect your position, timing, and peace of mind.
If you have questions about drafting or responding to offers, or simply want to understand your options before signing, feel free to reach out. I’m always happy to help you move with confidence, whether you’re buying, selling, or leasing.
Direct: 647-463-8810
Email: cathy.tse@century21.ca
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