Making a Back-Up Offer on a Richmond Home That Is Already Under Contract: How It Works and What You Give Up

A back-up offer is a contract to buy a home that already has a signed buyer, written so that it only moves forward if the first contract ends. When a house you like already has a buyer, it can be a way to stay in line. It also asks you to wait on someone else’s inspection, appraisal and loan. This guide sticks to what we could read in public Virginia sources. One limit up front: the exact wording of the Virginia REALTORS back-up clause is not printed on any public page we found, so we describe what the sources say about it and tell you what to ask for in writing. Where a point comes from our own practice and not a published source, we label it.

Published October 17, 2026

What Virginia REALTORS publishes about back-up contracts

The most direct public description comes from a Virginia REALTORS post on its standard clauses, dated April 28, 2025. It lists Standard Clause 3.1 as the back-up offer clause. As the post describes it, the clause gives the buyer notice that their contract is the first back-up behind a primary contract, and it sets dates by which the primary contract must be fulfilled or the back-up terminates automatically. The same post lists clause 3.2 for a contingent sale of another property and clause 10.1, a notice that an agent will not hold the earnest money deposit.

The clause text itself does not appear on the page. The post points agents to a Standard Clause Booklet in the Virginia REALTORS Standard Forms Library and does not say who can open it. So we cannot quote the form, and you should not rely on a summary, including ours, in place of the addendum your agent attaches to your offer. Ask for the exact wording before you sign, and ask what dates it sets.

Virginia REALTORS legal staff also address the seller side. In a post on the Code of Ethics and multiple offers, dated May 28, 2025, the association says accepting two offers is normally not a smart thing to do, with one exception: a back-up offer contingent on the termination of the first ratified contract. That sentence is the whole logic of a back-up. The first contract stays in force; yours waits behind it.

Why a seller can accept one, and what keeps it honest

Once a contract is ratified, both sides are bound to it. A seller who prefers a newer offer cannot simply swap buyers. The same post says that if a seller wants the newer offer, the agent should advise the seller to consult an attorney. A back-up avoids that problem by being conditional on the first contract ending, which is why it has to be written down. Virginia’s statute of frauds, Code of Virginia § 11-2, says an agreement for the sale of real estate generally cannot be enforced unless it is in writing and signed by the party to be charged or that party’s agent. A verbal promise that you are next in line is not a contract.

Two duties help the back-up buyer. First, Virginia Real Estate Board regulation 18VAC135-20-310 treats failing to make prompt delivery of offers, counteroffers, addenda and ratified agreements to each principal as improper delivery, so your agent must get your offer and addendum to the seller promptly. Second, the multiple-offers post cites Standard of Practice 1-7 under the REALTORS Code of Ethics: offers keep being submitted until closing unless the seller waives that duty in writing. That standard binds REALTOR members, not every licensee, so a listing agent who is not a member may handle it differently.

What you give up, and what the form decides

The first cost is control of the calendar. If the clause works as Virginia REALTORS describes it, the dates are fixed in the document and the back-up ends automatically when they pass. You do not get to extend them because your lender needs another week. Your loan timeline has to fit inside a window you did not negotiate with the first buyer.

The second cost is pricing flexibility. In a Legal Hotline answer reproduced in a Virginia REALTORS article on escalation clauses, the answer says escalation clauses are driven by other bona fide offers, so without a separate bona fide offer the clause will not apply, and a buyer who wants to be a back-up should consider removing it and stating a fixed price. If you planned to win by escalating, a back-up changes that plan.

The remaining costs depend on wording we could not read, so treat these as questions to get answered in the addendum, not as facts:

• Can you withdraw? Whether you can terminate the back-up before the seller notifies you it has become the primary contract, and how. We did not find a published Virginia rule on this, so the document decides.
• Where does your deposit go? When it is due, who holds it, and when it comes back if the back-up ends. Clause 10.1 exists because some agents will not hold deposits.
• What inspection and financing rights do you have? A back-up that becomes primary may start its contingency periods on the day of notice, or may not. Ask which.
• How much notice do you get? A lender, an inspector and a mover all need lead time.

When a back-up offer is worth making, and when it is not

From our practice, not from a published source: a back-up makes the most sense when the first contract has visible weak points. A contract that depends on the buyer selling another home has more moving parts than one without it, and our guide to buying with a contingent sale explains what can slip. If the first buyer is still arranging a bridge loan, our post on buying before you sell shows how those deals are built. It is a weaker choice when the home is priced to sell fast, the first buyer has a financing commitment in hand, and the dates in the addendum leave no room for your loan.

It also helps to know how first contracts end. Our post on backing out of a Richmond contract covers the deadlines and consequences for the first buyer. If you are the seller reading this to understand your options, our guide to multiple-offer situations covers how to weigh bids.

How to make one in the City of Richmond, Henrico or Chesterfield

The sources we read are statewide, and we found no rule specific to the City of Richmond, Henrico County or Chesterfield County on back-up offers. The steps below are our practice for any of them.

1. Ask the listing agent whether the seller will take back-ups, and whether one is already in line. Nothing we read requires a seller to accept one.
2. Get a current pre-approval and tell your lender the earliest and latest dates the addendum could trigger. Our preferred lenders can talk through rate-lock timing.
3. Ask for the addendum text and read the dates, the withdrawal right and the deposit terms before you decide on price.
4. Offer a fixed price. If you want to include an escalation, ask counsel how it works in a back-up.
5. Calendar every date and decide in advance what you will do if you are still waiting when you find another home.
6. Keep a list of what you would need to do in the first 48 hours if the first contract ends: inspector, appraiser, insurance quote, a title company.

For the buyer side of the process in general, see buying with Mission Realty, or compare homes through the property search.

This article is general information, not legal advice. Contract wording and your rights depend on the exact documents you sign. Before you sign a back-up addendum or act on a dispute over a contract, talk to a Virginia real estate attorney.