OREA Form 145

What Is OREA Form 145, Assignment of Agreement of Purchase and Sale?

OREA Form 145 (Revised 2021), for use in the Province of Ontario, is the form under which an assignor agrees to grant and assign to an assignee all the assignor's rights, title and interest in, under and to an earlier Agreement of Purchase and Sale. The Agreement of Purchase and Sale between the assignor and the seller must be attached as Schedule C for the transaction; it is not included in this seven-page blank.

What the Assignment Says

• The assignee agrees that upon the assignment it will assume, perform, comply with and be bound by all obligations, warranties and representations of the assignor in the Agreement of Purchase and Sale, as if the assignee had originally signed it as buyer with the seller.
• The assignor represents, among other things, that it has the full right, power and authority to assign the Agreement of Purchase and Sale, that Schedule C is a full and complete copy of it that has not been amended or previously assigned, and that it will not amend that agreement without the assignee's prior written consent.
• If the Agreement of Purchase and Sale requires the seller's consent to the assignment, the assignor must apply forthwith for it at the assignor's sole expense; if consent is refused, the assignment is null and void and the deposit paid under it is refunded to the assignee without interest or other penalty.
• The purchase price in Form 145 includes both the price the assignor is paying the seller under the agreement in Schedule C and the amount the assignee pays the assignor for the assignment. Schedule B sets out how the funds are calculated.

How to Fill Out OREA Form 145

The blank on this page has seven pages:

1. Pages 1 to 3: the assignee and the assignor, the property, the purchase price and deposit, and the terms of the assignment.
2. Page 4: the signatures of the assignee and of the assignor, each with witness lines. By signing, the assignor agrees to the assignee's offer and irrevocably instructs the assignor's lawyer to pay directly to the agreed brokerage(s) the unpaid commission, with applicable Harmonized Sales Tax and any other applicable taxes, from the sale proceeds before any payment to the assignor on completion, as advised by the brokerage(s). The page also holds the confirmation of acceptance, the information on brokerage(s) and the acknowledgement of receipt of signed copies.
3. Pages 5 and 6: two Schedule A pages, each with the clause on the balance of payment under the assignment.
4. Page 7: Schedule B, the calculation of funds.

Attach the Agreement of Purchase and Sale being assigned as Schedule C. Initial the form where indicated for the assignee(s) and assignor(s).

Organizations That Work With Assignment of Real Estate Purchase and Sale Agreement Template

Ontario Real Estate Association.

Form 145 states that it was developed by OREA for the use and reproduction by its members and licensees only, and that any other use or reproduction is prohibited except with prior written consent of OREA. It also says not to alter the standard pre-set portion when printing or reproducing it.