Clauses on Purchase and Sale Agreement

The Standard Contract of Purchase and Sale, section 11, requires that all registrable documents are to be lodged for registration by 4:00 pm at the appropriate land title office on the Completion Date. This clause has the effect of restricting the actual time of day for completion to occur on the Completion Date.  In a recent Supreme Court of British Columbia case a Buyer was found to have been in breach of their contract by virtue of their Notary not having filed land title documents prior to 4:00 pm on the Completion Date of a transaction.  There are certain circumstances outside of a Buyer’s control (such as receipt of sale proceeds, delay in mortgage financing, or other instances) that may make it impossible to file land title documents prior to 4:00 pm.

In this regard, we suggest that you consider deleting the words “by 4 pm” from section 11 of the Standard Contract of Purchase and Sale when acting for a Buyer.