What Is a Counteroffer?
In Florida real estate, a contract is only formed when there is an exact, "mirror image" agreement between the buyer and the seller. If a buyer submits an offer to purchase a house for $400,000, the seller has three choices: accept it, ignore it, or make a counteroffer.
If the seller crosses out the $400,000, writes in $415,000, and signs the document, they have created a counteroffer. A counteroffer is technically two distinct legal actions occurring simultaneously: it is a formal rejection of the buyer's original offer, and it is the creation of a brand new offer for the buyer to consider.
The Danger of the Counteroffer
The most important rule in contract negotiation is that a counteroffer permanently kills the original offer.
Imagine a buyer offers $400,000. The seller gets greedy and counters at $415,000. The buyer refuses the $415,000 and walks away. The seller then says, "Okay, fine, I'll accept your original $400,000 offer."
Legally, the seller cannot do this. The moment the seller sent the $415,000 counteroffer, the $400,000 offer was legally destroyed. The seller must now hope the buyer is willing to draft a brand new offer for $400,000, but the buyer is under no obligation to do so.
Multiple Counteroffers
Real estate transactions often involve a volley of counteroffers. The buyer might counter the seller's $415,000 by proposing $410,000 but asking the seller to pay the closing costs. This kills the $415,000 offer. A contract is only legally binding when one side finally accepts the most recent counteroffer exactly as it is written, without making a single change, and signs the document.
Related Terms
- Contract — Requires a 'mirror image' acceptance, not a counteroffer
- Purchase Agreement — The standard form used to pass counteroffers back and forth
- Contingency — Often added or removed during the counteroffer phase
Barnes Walker Contract Negotiations
Barnes Walker's real estate attorneys assist buyers and sellers in navigating high-stakes commercial negotiations, ensuring that counteroffers are drafted with precise expiration deadlines and strict adherence to Florida's contract formation laws. Request a legal inquiry for assistance.
Reviewed by the attorneys at Barnes Walker, Goethe, Shea & Robinson, PLLC