Counteroffer Form — Arkansas Edition Template

Under black-letter contract law, a counteroffer is a rejection of the original offer plus a new offer — the mirror-image rule means any material change in terms kills the original offer and puts a new one on the table. That doctrine (familiar from classic cases and Restatement (Second) of Contracts §§ 36, 39, 59) is exactly why sloppy counteroffer paperwork creates disputes: parties sign conflicting documents, nobody can tell which terms govern, and deals end up in litigation over whether a contract was ever formed.

This Counteroffer Form imposes order on the negotiation. It references the original offer by date, parties, and property; states that the original offer is rejected and replaced except as expressly modified; provides numbered lines for each changed term (price, closing date, contingencies, inclusions, financing terms); sets a firm expiration date and time after which the counteroffer lapses automatically; addresses revocation before acceptance; and makes clear that acceptance must be communicated in the manner specified for a binding contract to form. Sequential numbering (Counteroffer #1, #2, #3…) keeps multi-round negotiations clean.

The 3-page template works for both seller counteroffers and buyer counter-counteroffers, and the included notes cover multiple-counteroffer situations (where a seller counters several buyers simultaneously — language making each counter non-binding until seller's final acceptance is included, a structure popularized by the California Association of REALTORS® multiple counteroffer practice). The 50-state notes flag local conventions on acceptance deadlines and delivery methods. As with every form in this library: drafting template with state variation notes, not a guaranteed state-specific form.

About this Arkansas Edition: Every template was redrafted around the Arkansas Real Estate License Law (Ark. Code Ann. Title 17, Chapter 42) and the Arkansas Real Estate Commission's agency regulations, under which dual agency is permitted only with the informed written consent of both parties and all compensation must flow through the principal broker. Because Arkansas has no mandatory statutory seller disclosure form, the disclosure templates are built as voluntary, actual-knowledge disclosures framed by Arkansas fraud and misrepresentation law, the Arkansas Deceptive Trade Practices Act (Ark. Code Ann. § 4-88-101 et seq.), and the licensee's regulatory duty to disclose known material defects. Writings are keyed to the Arkansas statute of frauds (Ark. Code Ann. § 4-59-101) and the Arkansas Uniform Electronic Transactions Act (Ark. Code Ann. § 25-32-101 et seq.), the broker lien statute is treated as limited to commercial real estate (Ark. Code Ann. Title 18, Chapter 44, Subchapter 3), and the independent contractor template references Arkansas's covenant-not-to-compete statute (Ark. Code Ann. § 4-75-101).