Counteroffer Form — Oklahoma 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 Oklahoma Edition: Every template was redrafted around the Oklahoma Broker Relationships Act (59 O.S. § 858-351 et seq.), which abolished common-law agency in real estate brokerage — an Oklahoma broker owes statutory duties to the party it is assisting rather than fiduciary agency duties, and dual agency does not exist. The dual-agency file in this set is therefore an Oklahoma Broker Relationships Act disclosure and consent for a single broker providing brokerage services to both parties, with the statutory duties and confidentiality rules spelled out. The seller disclosure edition tracks the Oklahoma Residential Property Condition Disclosure Act (60 O.S. § 831 et seq.) and its disclosure and disclaimer statement regime, the listing and buyer-broker agreements carry the written-agreement requirements enforced by the Oklahoma Real Estate Commission, the independent-contractor agreement reflects associate-to-broker affiliation under the Oklahoma Real Estate License Code, and each instrument recites the Oklahoma Uniform Electronic Transactions Act and the Oklahoma statute of frauds (15 O.S. § 136). Oklahoma has no broker commission lien statute for residential sales, so the disbursement authorization is drafted as a contractual closing-agent instruction. Not legal advice; have an Oklahoma-licensed attorney review before use.