Real estate transactions in Ontario come with a lot of paperwork. Aspects like sale price, deposit and closing date are pretty clear, but the “boiler plate” paperwork that is used in almost all deals also contains terms and conditions that are not well understood.
The aspect of the listing paperwork that is arguably the most misunderstood is the holdover period. It is only really relevant when a seller fires their agent (or more broadly, the listing period is over) and then sells the home shortly thereafter – but in our current market we’re seeing a lot more of that!
While it can be difficult to get specific data on how often it takes place, we do know that as of July 2025, about 22% of listings in Canada were cancelled. Some of those listings were relisted with the same listing agent, some were taken off the market for good and some were relisted with a new agent. Within Toronto and the GTA, we’re seeing a definite increase in the number of listings that go from one listing brokerage to another, so anecdotally at least, there is more of it happening these days.
Let’s get into how holdover periods work, what you should know and how to best protect yourself.
Hold up. Or over.
A holdover period is the number of days after your listing expires during which the listing brokerage can still claim commission if you sell to someone who was introduced to or shown your property during the listing. The exact number of days appears in the contract. There is no standard length in Ontario—it is negotiated before you sign.
The specific wording in the standard Ontario Real Estate Association (OREA) listing forms is as follows.
- COMMISSION: In consideration of the Listing Brokerage listing the Property:
- the Seller agrees to pay the Listing Brokerage a commission of ……………% of the sale price of the Property or ………………………………………
………………………………………………………………………………. (“total commission”) for any valid offer to purchase the Property from any source whatsoever obtained during the Listing Period, as may be acceptable to the Seller. - the Seller authorizes the Listing Brokerage to co-operate with any other registered real estate brokerage (co-operating brokerage) and to offer to pay the co-operating brokerage a commission of…………….% of the sale price of the Property or……………………………………………………………………..
Payment to the co-operating brokerage shall be made by the Listing Brokerage out of the total commission calculated above.
The Seller further agrees that the total commission calculated above shall be payable to the Listing Brokerage even if there is no co-operating brokerage. The Seller further agrees to pay such commission as calculated above if an agreement to purchase is agreed to or accepted by the Seller or anyone on the Seller’s behalf within ……………………….. days after the expiration of the Listing Period (Holdover Period), so long as such agreement is with anyone who was introduced to the Property from any source whatsoever during the Listing Period or shown the Property during the Listing Period.
If, however, the offer for the purchase of the Property is pursuant to a new agreement in writing to pay commission to another registered real estate brokerage, the Seller’s liability for commission shall be reduced by the amount paid by the Seller under the new agreement.
The Seller further agrees to pay such commission as calculated above even if the transaction contemplated by an agreement to purchase agreed to or accepted by the Seller or anyone on the Seller’s behalf is not completed, if such non-completion is owing or attributable to the Seller’s default or neglect, said commission to be payable on the date set for completion of the purchase of the Property.
Any deposit in respect of any agreement where the transaction has been completed shall first be applied to reduce the commission payable. Should such amounts paid to the Listing Brokerage from the deposit or by the Seller’s solicitor not be sufficient, the Seller shall be liable to pay to the Listing Brokerage on demand, any deficiency in commission and taxes owing on such commission.
All amounts set out as commission are to be paid plus applicable taxes on such commission.
Simple, right?
There are a couple of key aspects to that wording that are worth clarifying.
- First off, you’ll note the description above references “introduced” and that has quite a broad definition. It covers buyers who came through showings (with your old agent or with other buyer agents), open houses, and even inquiries or marketing exposure routed through the listing.
- The referral‑of‑enquiries clause requires you to pass all buyer inquiries to the brokerage while the listing is active. If one of those inquiries becomes a sale during the holdover window, commission may be owed.
- If you relist with a new brokerage and sell during the first brokerage’s holdover window, your responsibility to the first brokerage is reduced by whatever you pay under the new agreement. Depending on the two fee structures, you might still owe a top‑up unless you plan ahead. More on that shortly.
Why do holdovers even exist?
A listing brokerage invests considerable resources when they represent a seller in listing their property. In addition to the listing agent’s time (and the time of their support staff), listings often come with tangible expenses paid out on the assumption of a sale. These are broadly related to marketing (photography, floorplans, websites, advertising) but can also include significant costs related to staging and even pre-list repairs or renovations to the home.
The holdover clause protects the brokerage’s right to be paid when their efforts generates the buyer but the deal is finalized after the listing ends.
Bluntly, it is in place to prevent an unscrupulous seller from hiring a listing agent, getting them to do the work to prepare for the listing, market the listing and find a buyer, and then fire their agent and do the deal with the same buyer without paying any commission. That rarely happens, but it does on occasion and the holdover period exists to prevent it.
Is this something I need to be concerned about?
The holdover period typically only comes into play if your listing agent fails to sell the property AND you have the opportunity to do a private sale with someone who is aware of the property due to their efforts.
Here’s a few key points to consider.
1) A private sale soon after expiry can trigger commission
If someone who saw your home during the listing returns and you accept their offer within the holdover window, commission may apply—even if you negotiate directly. So if things don’t work out with your agent and someone knocks on your door and says I came by an open house last month and liked the home and I’m interested in talking now, be aware that commission is likely still in play.
2) A returning buyer after expiry still means the listing agent likely gets paid
If there is a buyer who saw the home during your listing, perhaps even submitted an unsuccessful offer, decides that they want to try again and a deal is made (during the holdover period), then commission to the prior listing brokerage likely applies.
3) Relisting doesn’t automatically erase the first agreement
Selling under a new listing within the holdover window can still leave a partial obligation to the first brokerage. For example, if you hire an agent and agree to pay 5% commission on the sale of the home and then end up hiring a new agent who takes on the listing for 4% commission, you likely will still owe that “missing” 1% to your original listing brokerage. This is only if it sells during that holdover period.
4) Expect a wide definition of “introduced”
Open houses, booked showings through co‑operating brokerages, and prospecting from the listing marketing all fit under the term “introduced”. While it can be difficult to prove that a buyer was introduced to your listing via your former agent, it is often very clear. Consider a situation where a deal takes place and the buyer’s name matches the name of a person who came through an open house. That counts as introduced. Or, what if the buyer was represented by a real estate agent that showed the property to that client – or another client – when you had it listed with your old agent? Yes, that counts as introduced as well. In a dispute over whether commission is owed, the brokerage will rely on that breadth of definition, so consider carefully how this new buyer knows your home is available for sale.
So, is there anything I should do to protect myself?
If you’re concerned about what the holdover period may mean to your planned approach to selling the home, then you can discuss with the listing agent you intend to hire about adjustments to the holdover period clause.
- Negotiate the length. Choose a window that matches your plan post‑expiry. For example, if you were open to trying a spring listing with an agent for a couple of months but if it doesn’t result in a sale, you’d like to relist for sale on your own in the fall, then you made want a shorter holdover period.
- Narrow the scope. Limit holdover to named or documented prospects who were actually shown the property. Ask the brokerage to maintain and share a prospect list when the listing ends. This is a good practice and while it requires the listing brokerage to keep track of activity, it narrows the possible problems you could encounter in terms of who is an actual prospect.
- Coordinate any relist. If you expect to relist quickly, set commission terms so you don’t pay twice (or owe a top‑up) if a holdover buyer appears. This is particular relevant if your planned relist is with a lower cost (lower commission) listing agent.
- Document exposure. Keep a clean record of showings, open‑house sign‑ins, and inquiries. It keeps everyone honest and resolves disputes faster.
- Have your lawyer review changes. Small wording tweaks avoid big headaches later.
Remember that just like real estate commissions and other aspects of a listing agreement, the holdover period is not set in stone and can be negotiated. That being said, your preferred listing agent may not be interested in agreeing to a holdover period structure that creates a higher risk of not getting paid for their efforts.
Holdover periods are there to protect the brokerage – and the listing agent – when their work and efforts produced your buyer. It’s fully negotiable—length and scope—and smart planning avoids surprise obligations. Many listing agents gloss over the holdover period and its implications, but we always want our clients to be clear on what they’re signing and how it can impact their sale. If you like the idea of working with agents who want a fair, clear approach to getting your home sold for the best price, then get in touch with us!
