Purchase and sale agreements · Contract deadlines
Every deadline in a purchase agreement, counted from the effective date.
A purchase and sale agreement is a chain of periods hung on one date: due diligence expires on the 45th day after the Effective Date, the title objection deadline is the 20th, closing is the 30th day after due diligence ends, and each has its own consequence for missing it. Prism reads each rule, computes the calendar date in code, returns it with the clause, and tells you which periods it will not count for you.
What comes back
Sample rows from a purchase and sale agreement we wrote for this page, with an Effective Date of August 4, 2026. A date is computed from a rule the agreement states; where the rule counts business days, Prism returns the count and leaves the date empty rather than approximate it.
| Date | What it is | How it was found | The clause |
|---|---|---|---|
| Aug 11, 2026 | Title Commitment and Survey due from the seller | Computed: 7 days after the Effective Date, August 4, 2026 | “Within seven (7) days after the Effective Date, Seller shall cause the Title Company to deliver to Buyer a current commitment for an owner's policy of title insurance” |
| Aug 24, 2026 | Title Objection Deadline | Computed: the 20th day after the Effective Date. Anything not objected to by then is a Permitted Exception | “given on or before 5:00 p.m., Eastern time, on the twentieth (20th) day after the Effective Date (the "Objection Deadline"). Any matter to which Buyer does not object by the Objection Deadline is a "Permitted Exception".” |
| Sep 3, 2026 | Buyer Election Deadline on title | Computed: the 10th day after the Objection Deadline, which is itself computed. Silence is a deemed election to proceed | “On or before 5:00 p.m., Eastern time, on the tenth (10th) day after the Objection Deadline (the "Buyer Election Deadline"), Buyer shall elect by written notice to Seller either (a) to proceed to Closing and accept title subject to all matters that Seller has not agreed to cure, each of which becomes a Permitted Exception, or (b) to terminate this Agreement” |
| Sep 18, 2026 | Due Diligence Expiration Date: last day to terminate and recover the deposit | Computed: the 45th day after the Effective Date, 5:00 p.m. Eastern. The Additional Deposit is due the same day | “expiring at 5:00 p.m., Eastern time, on the forty-fifth (45th) day after the Effective Date” |
| No date | Initial Deposit due to escrow | Not dated: the period is two Business Days. Prism gives you the count and leaves the date empty rather than approximate business days with calendar days | “Within two (2) Business Days after the Effective Date, Buyer shall deposit with Escrow Agent the sum of Five Hundred Thousand Dollars” |
| No date | Closing Date | Not dated: the 30th day after due diligence ends is a Sunday and the agreement rolls it to the next Business Day. Prism gives you the rule and leaves the date to you | “Section 1.4 applies to this Section 9.1, so that if the thirtieth (30th) day after the Due Diligence Expiration Date is not a Business Day, the Closing Date is the next succeeding Business Day.” |
The rows are from a contract we wrote for this page, not a customer’s. Every result also carries what happens if the date is missed and the page it is on. How often Prism finds these dates is on the accuracy page.
What Prism looks for
Earnest money deposits
The initial deposit, the additional deposit due when due diligence ends, and any extension deposit that has to arrive with an extension notice.
Due diligence expiration
The last day to terminate for any reason and get the deposit back, and the extension options with their own windows and deposits.
Title and survey
When the commitment is due, the objection deadline, the seller's response deadline and the buyer's election deadline, with what silence means at each step.
Financing contingency
The loan commitment deadline and the last day to terminate for want of a commitment, after which the contingency is waived.
Closing and extensions
The closing date, the seller's one-time extension and the last day to give that notice.
Estoppels, SNDAs and exchange notices
Delivery deadlines counted back from closing, including a 1031 exchange notice.
Casualty and condemnation
The window to terminate after a material casualty or taking, returned with its rule and undated until the event.
Amendments
A first amendment that extends due diligence or fixes the closing date is read with the agreement, and the dates that hang on it move.
What it will not do
Prism's date arithmetic counts calendar days, months and years. When an agreement counts a period in business days, or moves a date that lands on a weekend or holiday to the next business day, Prism leaves the date empty and gives you the count, because a business-day period counted wrong is worse than one left for you to count. It does not fill in a term the agreement leaves out, is not legal advice, and reminders are best-effort.
Use it from an AI agent
Prism is a remote MCP server. In Claude Code:
claude mcp add --transport http prism https://prism.parad1gm.com/api/prism-mcpThen ask: “Read this purchase agreement and list every deadline counted from the Effective Date, with the clause each one comes from.” The agent sends the document with prism_review_contract and reads the result with prism_get_contract. Setup for Claude on the web, Cursor, VS Code and A2A agents is on the agents page.
$0.50 a contract for an agent, and the first 3 are free. On the website it is $1 per contract, or $9 a month for up to 50.
Questions
Does it count business days and holidays?
No, on purpose. Calendar-day periods are computed in code. A period counted in business days, or a date the agreement rolls to the next business day, is returned with its count and left undated, so you count it against your own holiday calendar. A miscounted closing date would be worse than an empty one.
What if a summary of key terms disagrees with an article?
Where the agreement says the articles control, the article is used and the summary is not. The clause quoted with each date shows which one it came from.
What happens when the amendment extends due diligence?
Send the amendment with amendsContractId, or add it from the agreement on the site. It is read together with the agreement: the due diligence expiration moves, the additional deposit and the option windows that hang on it move with it, and a contingency the amendment deletes is left out.
Does it read the leases attached as exhibits?
It reads the agreement you send. A tenant lease attached as an exhibit is a contract of its own; send it on its own to get its deadlines.
Will Prism remind me?
For a paid agreement, yes: an email 90, 30 and 7 days before each dated deadline. A deadline it leaves undated gets no reminder, which is one more reason to date it yourself.
Is this legal advice?
No. It tells you what the agreement says and where. Before a deposit goes hard, read the clause it quotes and ask a lawyer.