Contracts
The skeleton
A valid real estate contract needs offer, acceptance, consideration, capacity, lawful purpose, and mutual assent. South Carolina's statute of frauds requires contracts for the sale of land, and agency agreements conveying an interest in land, to be in writing and signed by the party to be charged. Electronic signatures are enforceable.
Offer, counteroffer, acceptance
Acceptance must be unequivocal and communicated. A counteroffer is a rejection plus a new offer, and it kills the original offer permanently. Offers can be revoked any time before acceptance, effective on receipt, and death of the offeror before acceptance terminates the power of acceptance. Courts read contract language literally when a time is of the essence clause appears.
Money and remedies
Earnest money is trust money held by the broker. Liquidated damages must bear a reasonable relationship to anticipated loss. Land is unique, so specific performance is available. Contingencies (financing, appraisal, inspection) and the due diligence period used in South Carolina contract forms give the buyer defined exit rights. Assignment transfers rights and duties; novation substitutes a new party and releases the old one. An option is a unilateral contract the seller must keep open; an installment land contract keeps title with the seller until payoff.
Traps
- Calling a counteroffer an acceptance.
- Ignoring that a rejection or revocation ends the offer.
- Assuming a written agreement can never be modified orally in practice, or that parol evidence can rewrite clear terms.
Worked example
Buyer offers 350,000 with a 48-hour expiration. Seller counters at 365,000. The buyer then says, within 48 hours, that the original 350,000 offer is accepted. There is no contract: the counteroffer rejected and extinguished the original offer, and nothing is left to accept.