An assignment sale is the transfer of a buyer’s contractual rights under an Agreement of Purchase and Sale to a new purchaser before the original transaction closes. The assignor transfers their interest in the contract — not the property itself — to the assignee, who steps into their position and assumes their obligations. Assignment sales are most common in pre-construction condo and freehold transactions.

It depends on the terms of your Agreement. Many pre-construction agreements contain an assignment clause that either permits assignment with developer consent, restricts it to specific circumstances, or prohibits it entirely. You must review your Agreement before attempting to assign. Proceeding without developer consent where consent is required can constitute a breach of the original Agreement with serious consequences.

Generally no. Most real estate boards, including TRREB, do not permit assignment sales to be listed on MLS or REALTOR.ca. Assignment sales are typically marketed privately or through internal agent networks. Always confirm the assignment clause and developer consent requirements before marketing — marketing an assignment without proper authorization can create legal complications.

Yes, in most cases. Since May 7, 2022, HST applies to profits earned on the assignment of new residential properties in Ontario. This applies regardless of whether the assignor is a builder or an individual. Both parties should obtain tax advice before entering into an assignment transaction to understand their respective obligations and ensure the assignment agreement addresses HST correctly. Failure to account for HST can result in unexpected liability for either party.

Potentially yes. Unless the developer expressly releases you from the original Agreement, you may remain liable to the developer if the assignee fails to close. This is one of the most important and frequently misunderstood aspects of assignment sales. We structure the assignment agreement to protect the assignor’s position as much as possible, and negotiate with the developer for a release where available.

Interim occupancy is a period specific to condominium purchases during which the buyer occupies the unit before the condominium corporation is registered and title formally transfers. During this period, the occupant pays interim occupancy fees to the developer rather than a mortgage. As an assignee taking over a pre-construction condo purchase, you assume the interim occupancy obligations — including these fees — from the date you take possession. Final closing occurs when the condo is registered, which can be months or years after interim occupancy begins.

The assignor typically receives payment in two stages: a portion is paid when the assignment agreement is executed and developer consent is obtained, and the balance is paid at final closing when the original transaction completes and title transfers to the assignee. The exact payment structure depends on the terms negotiated in the assignment agreement. We clearly document all payment timelines and ensure funds are properly managed through the closing process.

Delays in assignment closings can have serious consequences depending on whether the delay is caused by the assignor, assignee, or developer. If the assignee causes the delay, the assignor may face default under the original builder Agreement — exposing them to liability for deposits and damages. If the developer delays the project, the assignee inherits the assignor’s rights under the original Agreement regarding delayed closing compensation. We advise on your rights and remedies in all delay scenarios.