Expert answer

Can I back out if the landlord takes too long to approve the sale?

Only if the purchase agreement lets you. A buyer can exit over landlord delay when landlord consent is a closing condition with an outside date, but if the agreement has no such condition, it gives neither side a clear answer to the delay. Check the condition, the dates and who may waive it before acting.

Reviewed

Whether you can back out depends on what the purchase agreement says, not on how long the landlord has been silent. Check the agreement before you assume delay lets you cancel. What gives a buyer an exit is a written condition that the sale closes only once the landlord approves the lease transfer, together with a date after which a party may terminate.

Find the landlord condition

A landlord-consent condition can be drafted for the buyer’s exclusive benefit, so only the buyer may waive it, or as a mutual condition either side can rely on to exit. The consent deadline should fall earlier than the overall closing date, and the outside date for closing should be a separate, later date, leaving room to negotiate or terminate. Check which version you signed.

What the agreement should say when consent is slow

Good agreements settle the outcome before it is needed: extend closing to an agreed outside date, terminate with the deposit returned, waive the condition and close, or close with money held back while the lease issue is sorted out. Waiving means accepting the risk, because a buyer who operates without formal consent can be exposed to a lease default later.

What the law says about a slow landlord

Lease law differs by province. In Ontario, a lease clause requiring consent to an assignment is treated as subject to consent not being unreasonably withheld, unless the lease expressly says otherwise, and the tenant or the assignee can ask a court to decide whether a landlord who refuses or neglects to respond acted unreasonably. In Québec, the Civil Code says a lessor may not refuse an assignment without a serious reason and must give its reasons within a set period or is deemed to consent. How long licence transfer and landlord consent take covers the timing side.

Sources

This answer is checked against primary sources. Links were last confirmed on the dates shown.

  1. 01
    Government of OntarioGovernment
    Commercial Tenancies Act, R.S.O. 1990, c. L.7
    ontario.ca·Checked Aug 16, 2026
  2. 02
    Éditeur officiel du QuébecGovernment
    CCQ-1991 - Civil Code of Québec
    legisquebec.gouv.qc.ca·Checked Aug 16, 2026
  3. 03
    Treadstone LawLegal commentary
    Landlord Consent Closing Condition — Business Purchase
    treadstonelaw.ca·Checked Aug 26, 2026

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