A seller should keep a dated, chronological record of proposals, counterproposals, agreed points, unresolved issues and follow-up actions. The log should distinguish negotiations from the formal agreement, which incorporates the basic terms carried over from the provisional agreement; both parties must also fully agree to all special conditions before signing.
Create a simple event log
A practical log can use the following fields:
| Field | What to record |
|---|---|
| Date and form of communication | When and how the discussion or document exchange occurred |
| Participants | The people involved |
| Document or proposal | Its name, version and relevant wording |
| Status | Proposed, revised, accepted, rejected or still open |
| Next action | Any clarification, revision or follow-up required |
| Record location | Where the original message or document is stored |
The seller should preserve the relevant messages and document versions rather than relying only on a summary. If a term is important, recording the wording actually proposed can prevent a later discussion about whether it was agreed.
An item should not be marked “agreed” merely because it appeared in a draft. The record should show what was proposed, what changed and what confirmation was received.
Compare the negotiation record with the formal agreement
Where a provisional agreement exists, the seller can place it beside the formal agreement draft and compare the basic terms. The Estate Agents Authority states that the formal agreement incorporates the basic terms agreed between the parties. Any difference between the two versions should therefore be recorded as an item to clarify rather than assumed to be resolved.
Special conditions should be checked separately. The Community Legal Information Centre states that both parties must fully agree to all these conditions before signing the formal agreement. For recordkeeping purposes, the log should show whether each special condition was still under discussion or had been fully agreed before signature.
What the seller must still confirm
The cited materials do not prescribe a negotiation-note format, a retention period or a standard for deciding whether an informal record is legally sufficient. The seller must still confirm:
- Which document version was in use at each stage.
- Whether the basic terms were carried into the formal agreement accurately.
- Whether every special condition was fully agreed before signing.
- Whether any matter-specific legal question remains unresolved.
The event log is therefore an organisational record, not a substitute for the formal documents. Any uncertainty about the meaning or status of a term should be clarified before the seller relies on it or proceeds to signature.