Rely on the most comprehensive, up-to-date legal content designed and curated by lawyers for lawyers
Work faster and smarter to improve your drafting productivity without increasing risk
Accelerate the creation and use of high quality and trusted legal documents and forms
Streamline how you manage your legal business with proven tools and processes
Manage risk and compliance in your organisation to reduce your risk profile
Stay up to date and informed with insights from our trusted experts, news and information sources
Access the best content in the industry, effortlessly — confident that your news is trustworthy and up to date.
Find up-to-date guidance on points of law and then easily pull up sources to support your advice with Lexis PSL
With over 30 practice areas, we have all bases covered. Find out how we can help
Our trusted tax intelligence solutions, highly-regarded exam training and education materials help guide and tutor Tax professionals
Regulatory, business information and analytics solutions that help professionals make better decisions
A leading provider of software platforms for professional services firms
In-depth analysis, commentary and practical information to help you protect your business
LexisNexis Blogs shed light on topics affecting the legal profession and the issues you're facing
Legal professionals trust us to help navigate change. Find out how we help ensure they exceed expectations
Lex Chat is a LexisNexis current affairs podcast sharing insights on topics for the legal profession
Discuss the latest legal developments, ask questions, and share best practice with other LexisPSL subscribers
If you regularly act on the sale and purchase of real estate - be it residential or commercial - there’s a good chance that you’ve recently been asked (or soon will be) for advice on an exclusivity or “lock-out” agreement.
While such agreements don’t guarantee that a sale contract will be entered into, they can at least provide buyers with a fixed period of exclusivity. The aim is to allow buyers time to negotiate (and incur expenses such as searches and surveys)
without fear that the seller is continuing to talk to other interested parties.
In most cases, an exclusivity agreement should be a relatively short and relatively uncontroversial document (subscribers and users on a free trial can view our precedent here). Nevertheless, it never hurts to have a checklist
handy so here are six points to keep in mind when drafting or negotiating a lock-out agreement.
A lock-out agreement is fundamentally a negative agreement. The sellers agrees not to negotiate with third parties. The Court of Appeal has confirmed that such agreements are enforceable. By contrast, it is not possible to bind parties
to a 'lock-in' agreement that compels them to agree terms. An agreement to negotiate, like an agreement to agree, is unenforceable because it lacks the necessary certainty and the courts cannot decide whether it has been observed.
The agreement can (and should) however still contain
Access this article and thousands of others like it free by subscribing to our blog.
Read full article
Already a subscriber? Login
Melissa Moore is a dual qualified in England and Wales and South African lawyer and has 14 years’ experience in property practice in England. She has worked in local government and been a partner at a regional law firm and most recently an associate director at Berwin Leighton Paisner which she joined in 2005. Melissa has wide experience in all areas of property law and specializes in commercial real estate development. She has experience in a number of sectors including hotel, leisure, offices, investment, industrial, motorway service stations and funding. She has worked on large scale strategic developments and government funding initiatives, town centre regeneration schemes and private mixed use developments both for public sector and private developers and investment funds. In 2013 she was ranked by Legal 500 as recommended for local government work.
0330 161 1234