Points to check in a Agreement??

Depends on the agreement. I am not an attorney and am not giving legal advice, merely a stranger on the internet having a conversation about my experience:

Purchase Price: How much is this going to cost?

Duration: How long until we transfer money and title?

Contingencies: How can I back out of this if all goes to hell? These can be physical contingencies (soils report, building inspection, you can even negotiate for someone to come out and assess supernatural forces on the site if you feel so inclined). These can also be financial contingencies (needing a loan to buy the building, appraisal report, etc). The key here is how long do you have until you can no longer back out of the deal.

Thank you for sharing information. I feel like this will help @Malta Monkey"

also interested in a point that goes unnoticed.

I got some references where I got some best information about all kinds of agreements.

Few pointers from my experience in addition to the above:

• terms of your due diligence period and closing period. Make sure you budget yourself enough time to get financing for closing. -deposits when to send them off and whether they’re in a interest bearing or not account (not a major issue) -you’re rights during due diligence period. Visitation, specific documentation, testing that’s needed. -reps and warranties - sometimes post closing you find some issues that came out afterwards. Sometimes you can argue it but in some cases it’s hard fight.
• also if you’re buying an asset that’s been around vs a brand new building. In brand new building I would makes some protection on any deficiencies will be paid by the vendor.

That’s some items quickly off my head

Show the agreement to a competent real estate lawyer

in reality you are paying a lot of money for a lawyer to answer this question for you...but you do want to still have a firm grasp, or else how do you know the attorney is doing their job? IMO yes the attorney is there to catch unfavorable language...but oftentimes most valuable is when you tell the attorney what you want to accomplish, and then rely on him to execute the language in the agreement.

back on point --- assuming you mean a PSA but below is a scatter brain dump on some obvious points I look for when going through deal docs...

*what is my due diligence period? *how much is my deposit? when does it go hard? what would have to happen for me to get it back or exit the deal? *any bad boy provisions? what am I repping? *as for the agreement with your partner if a basic JV...how are funds distributed? if pref, is it compounded? if so is it actual/365 or actual/360 etc? *if you have a loan for the purchase...know what the covenants are and more importantly what happens if you violate a covenant -- i.e. do you have the opportunity to make a payment to get you above the covenant test? *for partners, if you are in control of asset, what is the timeframe and frequency you have to legally deliver property financials?

This is not legal advice, and you should always see a lawyer when dealing with a contract, but as someone with a commercial real estate law background, here’s some preliminary points to look for in a PSA, primarily when you’re the Purchaser:

1. Money (confirm purchase price, deposits, timelines, refund ability, method of payment)

2. Conditions precedent (make them as subjective and broad as possible, don’t apply standard of reasonableness or objectivity)

3. Reps and warranties (make them as broad as possible for the other party, and limit them as much as you can for yourself. Also see how long they last for after closing)

4. Covenants (look for imperative language like “shall”, “will”, “must” to figure out exactly what everyone’s obligations are. Look for “may” and “if” to see what’s optional and gives wiggle room to bail. Pay attention to what's deliverable and what your rights are under the due diligence period. Look for and try to limit open-ended obligations like "and any other items [other party] might reasonably require])

5. Discretion: limit the other party’s discretion by adding “acting reasonably” and remove it from your obligations and give yourself broad and subjective discretion

6. Environmental: massive risk potential. Read these clauses carefully to see who’s responsible for hazardous substances and remediation

7. Indemnities: make sure they survive termination of the agreement. Also may want to limit them to actual damage, not any economic or consequential losses suffered

As mentioned, always show a contract to a lawyer because the wording will end up being very specific to reflect the business reality. Even a few small changes in phrasing can have massive consequences. For example, earlier today, we got 10% more in repayment from a borrower under a Vendor Takeback Mortgage than the borrower thought they had to repay us because the language of the PSA was worded poorly (for them). An extra $5k in legal fees, an extra $500k in our pocket.