Mark Weisleder wrote this article for Moneyville a while back on several recent issues with the “subject to lawyer’s approval” clause found in many real estate deals. He discussed two cases in particular, one where the deal was successfully cancelled because of a lawyer review and one where the sellers were found to have acted in bad faith in using the lawyer review condition as an escape hatch. In both cases, there doesn’t appear to have been a particular reason why the lawyer did not approve of the deal; rather, there were other, practical, reasons why the sellers wanted out, and they used the lawyer approval condition as a convenient means.
The moral? If you want to have your offer subject to your lawyer’s approval, be very certain that it is just to make sure there is nothing of concern legally. Don’t try to use it as a scapegoat for getting out of a deal that you simply don’t like any more. And if you truly want lawyer approval, try instead for lawyer input and have your lawyer get involved with the offer – then you don’t need approval at all.
