The “Warrantor” is one who makes a warranty, who offers to give a written express warranty or who is or may be obligated under an implied warranty.

The “Warranty” is intended precisely to relieve the buyer (“warrantee”) of any duty to ascertain facts for himself, and amounts to promise to indemnify the promisee for any loss if the fact warranted is untrue.

The “Warrantee” is a person (buyer) to whom a warranty is made, and should determine if the warranty is of any value, when considering that a warranty is only as good as the ability of the warrantor to fulfill the warranty.

Warranties containing the phrase “to the best of my knowledge and belief” severely qualifies such a statement.

No longer would a seller be warranting the absolute truth, in fact the words impart a totally different meaning. If the seller’s warranty was limited by the phrase “to the best of my knowledge and belief”, the buyer could only sue the seller successfully if the opposite of that statement was true.

The buyer must not only prove damages suffered as a result of relying on the seller’s warranty, but that the seller had knowingly misled the buyer.

You might wish to consider converting the warranty into a condition

The purchase agreement can expressly convert all covenants and warranties into conditions of closing, giving the party benefiting from such condition the right to terminate the contract in the event of breach. An agreement of purchase and sale may provide for the following:

“It is a condition of closing that all representations and warranties are true as at closing.”

Therefore, in this instance, a warranty which is not true on closing is elevated to a condition and gives the party benefiting from the condition the right to terminate the agreement

Important Notice: This information is provided as basic educational information by the author and is not a substitute for the advice of an expert and/or the advice of a lawyer. There is NO representation as to legality, accuracy, correctness of the herein information and the reader is strongly urged to consult a lawyer in the relevant jurisdiction to ensure accuracy before acting on this information