Conditions List
A numbered schedule of each condition precedent and any sub-conditions to be satisfied before closing.
A focused Completion Conditions Agreement clarifies closing triggers, limits disputes over unmet conditions, and preserves negotiated economics while reducing closing delays.
Organizations and practitioners who routinely use Completion Conditions Agreements include buyers, sellers, lenders, escrow agents, and their legal or transaction teams.
Use by these groups helps coordinate handoffs, evidence delivery, and final approvals so the closing proceeds only when all required conditions are satisfied.
A numbered schedule of each condition precedent and any sub-conditions to be satisfied before closing.
Specify who must act or deliver proof (buyer, seller, third party, or lender) for each condition.
State what constitutes satisfaction: certificates, releases, payoffs, officer certificates, or third-party confirmations.
Deadlines, cure periods, and any time-of-day or business-day definitions that control the closing date.
Consequences for unmet conditions: termination rights, price adjustments, extension options, or specific performance.
Which representations, warranties, and indemnities survive closing and for how long.
| Field | Configuration |
|---|---|
| Signer Order | Sequential or parallel signing per role and priority |
| Conditional Fields | Show fields only after related conditions are met |
| Authentication | Email link, SMS code, or higher assurance KBA |
| Reminders | Automatic nudges and reminder cadence for outstanding items |
Choose a platform that supports secure signatures, audit trails, file attachments, and configurable authentication for higher-risk conditions.
When the agreement is binding and timing begins
Deadline to satisfy conditions or request extensions
Target date for funds transfer and document exchange
Time allowed to remedy failures to meet conditions
How long representations and indemnities remain enforceable
Agree on conditions, responsibilities, and the schedule.
Parties gather contracts, releases, certificates, and payoffs.
Designated reviewers confirm items meet stated criteria.
Escrow or closing officer confirms satisfaction and executes transfer.
| Criteria | Completion Conditions Agreement | Escrow Instructions |
|---|---|---|
| Primary Purpose | define closing triggers | direct escrow agent actions |
| Typical Author | buyer or seller counsel | escrow agent or mutual counsel |
| Evidence Required | certificates, releases | funds, documents, instructions |
| Enforceability Focus | contractual remedy clauses | operational fund release rules |
| signNow | DocuSign | Adobe Sign | PandaDoc | HelloSign | |
|---|---|---|---|---|---|
| Starting Price | $8/user/mo | $15/user/mo | $14/user/mo | $19/user/mo | $15/user/mo |
| Free Trial | 7-day free trial | Varies by plan | Varies by plan | Varies by plan | Varies by plan |
| Bulk Send | Yes | Yes | Yes | Yes | No |
| Audit Trail | Yes | Yes | Yes | Yes | Yes |
| HIPAA Compliant | Yes | Yes | Yes | No | No |
An in-house or outside attorney who drafts conditions and certifies legal compliance. They typically confirm board approvals and ensure the signature authority aligns with corporate resolutions before execution.
A closing or escrow officer who coordinates evidence collection and funds transfer. This role verifies payoffs, performs final checks, and confirms that all listed conditions are satisfied prior to release.
A buyer required a lender payoff and clear title certificate before funding
An acquirer required specific third-party consents and employee assignments before completion